Lylat Wars II
by Mike Sullivan
Summary: While Falco and Krystal flee the Andross Empire, Fox trains on Zoness in an attempt to tap into his newfound psychic abilities, something he will need when he confronts the Dark Lord Cain in a vicious duel. Based on "Star Wars: The Empire Strikes Back".
1. Fichina

The giant Venomian battleship loomed over the ice planet of Fichina, much like it had loomed over nearly every other planet in the Lylat System. Slowly, the hangar doors on the underside of the ship screeched open, and twelve tiny dots of light were ejected from the massive ship, heading down into the atmosphere of Fichina in white-hot balls of fire.

"Probes ejected properly, captain," said a large bull at a computer monitor on the command bridge.

"Good. Direct three of them into each of the four hemispheres," said the ship captain, a black mongoose.

Each of the dots of light headed in a different direction, six of them heading towards the darkened western hemisphere of the planet and the other six heading to the eastern hemisphere, where the rays of Solar glimmered off the snow and ice on the surface.

One of the dots soared down through the atmosphere and crash-landed in a pile of snow and ice nearly five hundred feet high. When the smoke and upturned snow settled down, a large, black robot emerged from the melted snow and slush, floating over the plains of ice slowly. It extended a thin, metal limb and expanded a small satellite dish from its fingers, scanning the surrounding area. Upon picking up a large source of heat contrasted to the bitter cold of the rest of Fichina , it turned and began to follow the trail until it came to a large pile of snow.

The robot looked up at the snow. Apparently the heat readings were coming from beneath it. It slowly extended another limb and shot a thin, yellow laser out into the snow. After only a few seconds of drilling through the ice with the laser, the pile of snow exploded, and a gigantic, white-furred creature emerged, roaring. Apparently the sting of the laser had disturbed its rest.

Whirring surprisedly, the probe robot flew backwards a few meters, then increased the intensity of the laser beam and shot the creature as it lunged at the robot. With a burst of blood against the white snow, the gigantic creature toppled over, dead.

The probe robot retracted its laser beam, then began to scan the area once again. It soon picked up another source of heat, and took of north, constantly transmitting video footage to the Venomian battleship above so that could be retransmitted to the Venomian flagship.

***

Miles and miles away, another dark shape was making its way across the ice fields of Fichina. It was a Lagnua, one of the few species that lived on Fichina. Resembling a bipedal, reptilian goat in appearance, Lagnua were the camels of Fichina: high stamina, able to carry immense amounts of weight on their backs, resistant to freezing temperatures, and easily tamed.

Riding on a wide, leather saddle strapped to the Lagnua's back was another figure, clothed in thick, padded clothing and wearing snow goggles and a cloth face-guard. With a murmur of, "Woah," from the rider, the Lagnua stopped its run across the snow. It grunted softly, fogging the air in front of its nostrils briefly.

The rider looked up at the sky, peering through his tinted goggles at a bright object soaring down towards the snow. The object collided with a icy hillside, kicking up snow and dust in its wake.

The figure atop the Lagnua lifted his goggles up to the top of his hooded head and put a set of binoculars to his eyes, scanning the debris through them. He murmured something softly to himself, then reached up and pulled the cloth face-guard away from his muzzle, revealing the furry face of twenty-one-year-old Fox McCloud. Fox pulled back one of his thick winter gloves and typed a three letter code into a small radio on his wrist.

"Beta three to Gamma one, do you copy?" he said, brushing snow away from the radio. There was a crackle of static on the other end of the line. Fox frowned. "Beta three to Gamma one- oh, screw it- Falco, are you there? Hey!" he said louder.

"Yeah, yeah, keep your shirt on," came the voice of the blue bird through the radio. "Damn snowstorm is messing with the signals again. What's up?" Falco asked.

"I finished my patrol. None of my scanners have picked up anything. How about you?" Fox asked.

Static. Then Falco said, "Nothing for me either. If we took _all_ the life on this ice cube and put it in the _Eagle's Eye_, I think there'd still be room for ten more." Falco was of course referencing his old freight ship, the _Eagle_, which had become a great asset to the Cornerian rebellion against the Andross empire.

Fox grinned. "Hey, I think there was meteorite that hit a few miles away from me. You can head back to base, I'm gonna go check it out," he said.

"Sure, okay. Just be careful, you don't want to get stuck out in the cold after dark, kid," said Falco.

"Thanks for the survival tip. I'll see you. Fox, out," chuckled Fox. He turned off the radio and was about to replace his cloth face-guard and goggles when the Lagnua he was riding shrieked with fear and reared back, almost throwing him out of the saddle. "Woah, woah!" he cried, clutching its neck to stay on. "Steady there, come on! What's the matter, you smell something?" he asked. The creature's eyes were wide with fear.

Fox frowned. Despite their rough outward appearance, Lagnua had incredibly sharp senses, and were often more accurate danger radars than scanning androids. He looked around, but saw nothing through the haze of fog and snow. He reached down and pulled a small sensory device from his belt, adjusting it to scan for heat sources. There was a large blip on the small screen of the device signifying him and the Lagnua... and an even larger one just behind them. Fox turned around again, blinking up at a massive pile of snow that hadn't been there a moment ago. But... no, it couldn't be snow. This object had matted, stinking white fur, razor sharp teeth and claws, and small, gleaming yellow eyes.

Fox's blaster never cleared its holster. Before he could even manage a shout of alarm, a giant fist clubbed him over the head, knocking him out cold and sending him toppling off the saddle into the snow. As his vision faded into blackness, he caught one last glimpse of the large creature catching the screaming Lagnua by the throat and snapping its neck.

The Polera ice monster surveyed its prey briefly, then began to drag both the Lagnua and Fox away.

***

Falco Lombardi, riding his own Lagnua and dressed in a large, fur-lined overcoat and thermal trousers, hurried out of the perpetual snowstorm of Fichina and into the relative warmth of the hangar at the rebel base. He hopped off the back of his mount and left it for a group of mechanics to take care of, nodding at a few maintenance androids as he passed them by. Removing his padded hat, hood, and tinted goggles, the blue bird hurried over to a bulky freight ship in the corner of the hangar.

"Slippy!" he shouted up at the _Eagle's_ _Eye_.

"What?" a voice echoed down to him.

"Just checkin' if you were still repairing her," said Falco, heading off towards the hangar exit. Atop the _Eagle_, Slippy Toad, the Cornerian rebellion's top mechanic, muttered to himself, flipped a welding mask back over his face, and continued welding an ulti-steel plate onto the damaged hull of the ship. Over the four years that she had served the Cornerian rebels, Falco's prized freight ship had become battered beyond belief, but still remained one of the best ships in the fleet– mostly because of Falco's excellent piloting skills.

Falco headed into his living quarters and changed his warm outdoor clothing into his usual cream colored flight jacket, brown trousers, and white flight boots. He examined his image in the mirror briefly, made sure the feathers atop his head weren't mussed up from removing his hat, then winked at his reflection and headed out towards the command center of the base.

As he walked through the chilly tunnels of the rebel base, a growing feeling of guilt began to gnaw at Falco's insides at the prospect of leaving Fox, Krystal, Slippy, and the Cornerian rebellion. He knew he had promised himself to leave the rebellion before, but had always put it off with thoughts of, _Just one more month_, or, _Fox needs me on this one, I'll stay just for this battle_. Now the only thing keeping him from leaving this desolate block of ice was the fact that the hyperspeed jets on the _Eagle_ had been damaged in a dogfight while attempting to lead the Cornerian rebellion to Fichina. It had taken six months just to repair the hull, and now Slippy claimed that he had just about finished his work on the ship. Falco just had to report that he was leaving to his superiors, and he was gone.

_You should have told Fox_, a part of him scolded.

_He would have just convinced me to stay longer. Just about every bounty hunter in the system is looking for me, I can't waste any more time here!_ Falco said back.

_They'll stop searching sooner or later_.

_Like hell they will, the criminals on Katina don't forget it when you mess with them_.

Falco shrugged in indifference. After he had payed off his debt to Emmett Eelardo, leader of a gang known as the Katina Outfit, he could rejoin the Cornerian rebellion. He hurried down the ice-lined tunnels of the base and into the command center. Not surprisingly, both General Pepper and Krystal the vixen, leaders of the Cornerian rebellion, were there watching a set of computer monitors.

"Hey general," Falco said, nodding at Pepper.

"Hello, Falco. What's the problem?" Pepper asked without taking his eyes off the computer screen, which showed the different heat patterns on the surface of Fichina.

Falco grimaced. General Pepper always seemed to know when something was wrong. "Uh, I've been thinking about it for a while, and now that my ship is repaired... I mean, I don't wanna seem like I'm abandoning you or anything–"

"But you have to leave," concluded Pepper, looking sidelong at Falco with his wise, old eyes. "It's alright, I understand your situation. A man with a bounty on his head can't stay in the same place for too long," he said.

Falco nodded slowly. "Okay. Thanks general," he said slowly. Then he turned to Krystal, who glanced at him briefly.

"What? I'm fine with you leaving," she said.

Falco shrugged, grinning. "Just thought you'd want to give me a farewell kiss, that's all," he snickered.

Krystal rolled her eyes and looked back at the screen. She knew that Falco was only joking. Over the years, Krystal had developed a relationship wit Fox McCloud, who was now a commander in the rebellion, and Falco respected this enough not to try and flirt with Krystal. Besides, he and the blue vixen had always had somewhat of an antagonistic friendship.

"No? Alright, I guess I'll get back to my ship then," Falco said, grinning to himself. He walked out of the command center. After a few moments of hesitation, Krystal hurried out after him.

"Falco!" she shouted to him as he walked down the hall.

"Changed you mind?" he asked.

"No! I was just wondering... I mean, I lied before. I do care that you're leaving. _Not_ because of any reason besides the fact that you're a great help to us," she said.

Falco shrugged. "Sorry, no can do. I'm probably putting the rest of the rebellion in danger just by staying," said Falco.

"What would Fox say?" Krystal asked sternly.

Falco blinked. "I'm leaving now so Fox can't stop me," he said stiffly. "It's not something I want to do, Krystal, it's something I _have_ to do."

"But you're his best friend, how could you just leave him like this?" Krystal said.

The two of them continued arguing until they reached the hangar. Upon entrance, a tall, lanky maintenance android approached them.

"There you are, Captain Lombardi, I was looking for you," said ROB 64. "Slippy has told me that there is a slight problem wit the hyperspeed jets," he said.

"What kind of slight problem?" asked Falco.

"... One exploded," said ROB flatly. "But Slippy has said that another is being built right now. You should be ready to leave in just a few more days, captain," he said.

Falco gaped at the android. "What? I don't _have_ a few more days, I– Slippy, where the hell are you?" Falco shouted up at the _Eagle_.

"I'm right here, there's no need to shout!" Slippy said, poking his head out of a service hatch on the top of the freight ship.

"Yes there is, you blew up one of my hyperspeed jets!" Falco cried.

"Not my fault!"

"Then who's is it?"

The bird and the toad argued for at least ten minutes before Falco took up a wrench and began helping Slippy. A few minutes later, both of them commanded ROB to help as well.

"I fly ships, I don't think I'm a very good repair android," protested ROB.

"You're built for maintenance too, now pick up a wrench and get to work!" Falco commanded. ROB grudgingly obeyed.

Krystal watched the three of them tinker away at the topside of the ship for a few minutes, then turned away. "Just think about what I said, Falco. We need you here," she said, walking off towards the command center.

"Fine, fine, I'll think about it," lied Falco.

***

Fox slowly opened his eyes. Where was he? He tried to sit up, but was stopped by a stinging throb in the back of his skull. He let it recede, then tried to sit up again, only to find that he wasn't even laying on the snowy ground. He was dangling upside down, his two feet stuck to the ceiling of a wide, icy tunnel by what appeared to be frozen wads of saliva.

Fox looked around, trying to clear his mind. Okay, so he had gotten attacked, he was in a cave... and sitting in the snow only ten yards away from him was the Polera ice creature that had knocked him out. It was feasting on a large, bloody hunk of raw meat, which Fox quickly realized belonged to his Lagnua mount. And if he didn't escape, the same would happen to him.

The young commander tilted his head up to his feet, considering trying to slip out of his boots. But he found that an unwise choice. Even if he could escape, his feet would become frozen off in the cold. Next Fox pulled his blaster out of its holster, aiming it at the icy saliva cementing his feet to the ceiling. After a few moments of hesitation, Fox realized that he had a high risk of shooting a few of his toes off as well.

So what to do?

Fox holstered his blaster again, frantically looking for a means to escape. Across the tunnel, the Polera monster was beginning to finish the main meal, and was about ready to move on to Fox as dessert.

And suddenly Fox saw it, laying in the snow just inches out of his grasp. He'd had it fashioned by rebel scientists years ago, modeling it after a weapon used by pilots before the rise of the Andross empire. It was supposed to be used in case of a fighter crash in enemy territory, but nowadays pilots were merely given a blaster. But not Fox. He followed the old methods, the ones taught to him by Peppy Hare. It was the type of weapon that Peppy had used before his death by the hands of Andross' lieutenant, Cain.

Fox desperately reached for the hilt of the energy sword, stretching his fingers, stiff with cold, as far as they could go. But the metal handgrip was still just two centimeters away. Fox tried again, frantically swinging his arm out towards the energy sword handgrip, this time accidentally knocking it further away from his hand.

Fox cursed silently, accidentally catching the attention of the Polera monster. The creature rose to its feet, black gore dripping from its sharp teeth. Fox began to sweat nervously despite the cold. He reached for his blaster to try and shoot the creature from upside down, but fumbled it and accidentally dropped it into the snow below him.

Fox was acting too erratic. He had to be calm, focused. Krystal had often taught him that in stressful situations, the relaxed soldier was often the one that survived the longest. As though there was something in Krystal that awakened a part of him, Fox had recently become able to do things– miraculous things, much like Krystal's telepathy. Fox found that if he concentrated as hard and as focused as possible, he could nudge small objects in different directions without touching them. He didn't know how he could do it, but he could.

Fox reached out towards the handgrip of the energy sword, letting his fears and doubts drain out of his body. The Polera began lumbering towards him, its long tongue licking a piece of raw meat off its bloody chops.

Fox closed his eyes, breathing slowly. He ignored the cold and the numbness and tried to imagine the hilt of the weapon in his hand. _Please_, he said to himself inwardly. _Please help me_.

The hilt of the weapon trembled in the snow for a few seconds, then suddenly shot into Fox's outstretched hand, a white blade of energy extending from it in midair. Acting immediately, Fox swung the weapon up, slicing around the ice over his feet with the fine point of the blade and letting himself drop to the snowy ground.

He immediately jumped up and waved the energy sword in front of the Polera creature frantically. The monster blinked slowly, confused at the bright bar of light extending from its prey's hand. But the fear didn't last for long, and it once again reached towards Fox.

Fox leapt forward and brought the blade down, slicing the monster's hand off. The Polera roared with fury and lunged at Fox again, but Fox quickly stabbed it through the chest, swept his blaster up from the snow, and sank three blaster bolts into the creature's furry head. It died almost instantly.

Fear suddenly gripping at his heart at the prospect of more monsters in the cave, Fox holstered the blaster, hooked his deactivated energy sword into his belt, and staggered out of the cave and into the cold.

------------

_Author's Note: _Well, here's the first chapter. I think the chapters will be longer in this one than in the first. Please review! And I have a question: which character should Yoda be? Or should I make up an original character to be him?


	2. The Frozen Wasteland

Captain White of the Venomian flagship stalked about the command bridge of his giant ship, leaning over workers' shoulders to look at the computer screens they were monitoring. Each screen showed photographs taken by probe robots of the surface of each and every planet of the Lylat System, even of Solar. White frowned. They had been searching for four years since driving the Cornerian rebels off Fortuna, and still they had found nothing.

However, he thought with a dry sense of humor, the workers had become more motivated after seeing Lord Cain, Andross' lieutenant, personally kill dozens of other imperials as the punishment for failure. And when it came to Cain's obsessive search for Fox's McCloud, the armored tyrant was swift to dole out punishments.

White really didn't understand why the young commander was so special to the Dark Lord. He was just a boy who had happened to be lucky enough to destroy the Bolse defense satellite orbiting Venom. But the first time Cain heard the mention of the name "McCloud", he seemed to become sharply attentive and had immediately ordered for even more probes to search for the Cornerian rebellion and their base.

"Captain," said a monitor.

"What is it?" White asked, scratching his thin, white whiskers and moving closer to the computer screen. On it was a photograph taken from the surface of Fichina, showing a large, cylindrical power generator jutting out of the ice. It had been disguised with paint and clumps of snow, but the coverup was poor.

"What have you found?" questioned a raspy, demonic voice from White's side. The albino mouse turned to see Cain standing beside him, his fists planted on his hips. The captain smirked. Whenever there was mention of something happening considering the search, Cain was almost immediately there.

"This, Lord Cain. It appears to be a power generator," the monitor gulped, looking up at Cain.

Cain glared at the photograph from behind his black helmet for a few moments. "What planet is that?" he asked eventually.

"Fichina, sir."

Cain's breath hissed sharply out of the breathing filter in his helmet. "That's it," he declared. "That's where the rebels are hiding."

White frowned. "Are you sure, Cain? That could be long abandoned, or even belong to a band of pirates," he protested.

"That's the location of the rebel base, and if my instincts are correct, McCloud is with them," Cain said firmly. He turned to every monitor nearby. "Mass the fleet of the Andross Empire! Call in fifteen legions of troops, and set a course for the planet Fichina!" he barked.

Everyone in the command bridge hurried to their duties. No one wished to incur Cain's wrath.

***

If ROB were a living creature, he supposed he would be frozen to death by then. As it was, a thin layer of ice had built up on his metallic skin already, and he feared that if he didn't warm up indoors soon his wires and circuits would become damaged. After all, he wasn't built to survive in frigid temperatures such as those on the surface of Fichina.

ROB stood five meters outside the large hangar door of the rebel base, a small scanning satellite extended from his right wrist. He had grudgingly helped Falco repair the _Eagle's Eye_ for a few hours, until he noticed that his master, Fox, hadn't returned to the hangar for hours. ROB left the _Eagle_ with the excuse that he needed to oil his joints, and had begun scanning for any signs of heat that would match the size of Fox or his Lagnua mount. That had been over three hours ago, and almost half an hour earlier ROB had heard falco swearing and calling for ROB to get back and help him. ROB knew that Falco didn't know he was outdoors, and stayed out in the cold, continuing his scan.

Inside the hangar, Falco examined a group of thick, new cables on top of the _Eagle_. He had just plugged them in, using it to connect both laser turrets on the sides of the freight ship to a large, newly installed power cell.

"Okay, it looks good! Try it!" the blue bird called down to Slippy, who was sitting at the controls in the cockpit of the ship.

Slippy powered up the ship, made sure that the fuel supply was stable enough so that the engine wouldn't explode, and then opened up the ports that would allow energy through the cables and to the blaster turrets. Slippy was jolted forward in the pilot's seat by a loud explosion, and he could hear Falco yelling from the top of the ship.

"Ow! Dammit! Turn it off, Slippy! Turn it off!" Falco shouted, covering his face with his arms and leaping away from the cables, which were smoking and sparking crazily. There was a moment where the sparks died down, then they suddenly flared up again with renewed intensity. "What are you doing, I said turn it off!" Falco roared down into the cockpit, crawling to the edge of the ship and leaning down in front of the cockpit window.

"I'm trying, the switch is stuck!" Slippy shouted back, tugging on the lever with all his might. ON top of the _Eagle_, Falco had to roll to the side to avoid having his trousers catch fire from the sparks. Then the smoke drifted into a smoke alarm in the top of the hangar, and a loud siren began wailing.

Slippy grasped hold of the lever and pulled with all his might, placing both his feet on the control panel to help him. There was a loud _spang! _and Slippy tumbled backwards, the broken lever still held in his hands. "Oh, great," he muttered. _But at least the sparks have stopped_, he thought with relief.

A few minutes later, dozens of Cornerian rebels toting water spraying machines hurried into the hangar, looking for the supposed "fire". Falco explained what had happened and apologized. As the fire watch stormed out of the hangar, Falco looked around the hangar, frowning. _Fox hasn't come back yet_, he observed. He glanced towards the hangar door to see that it was getting dark outside. He also saw ROB shuffling towards him, wiping snow off of his broad metal shoulders.

"Captain Lombardi, may I speak with you?" asked ROB, looking up at Falco.

"Yeah, one minute," Falco said, spotting Krystal in the crowd of fire watchmen. He slid down the hull of the _Eagle_, cupped a hand over his beak, and shouted, "Krystal!"

Krystal heard his shout and turned to him, shrugging as if to say, "What?"

Falco tried to shout something to the blue vixen, but his voice was drowned out by the clatter of tools in the hangar and clomping of boots from the fire watchmen.

"Captain Lombardi..." ROB said slowly.

"Shut up a minute," Falco said. Once again he tried to shout to Krystal, but she didn't hear him. She began pushing towards him through the crowd.

"Captain Lombardi–"

"I said hang _on!_" Falco snapped. He turned to Krystal as she reached him.

"What?" she asked exasperatedly.

"Have you seen Fox?" asked Falco, frowning.

"Captain Lombardi– mgff!" ROB squeaked as Falco turned around and switched the vocal generator switch on the back of his neck to _off_.

Krystal shook her head. "No, I was coming to see if you'd seen him," she said, blinking.

ROB reached back and flipped his vocal generator back on. "I was just about to say," he said, "that I have been scanning the outdoors for Fox for the past few hours. I haven't picked any signs of heat up."

Falco scowled. "That isn't good," he muttered. He jerked his head up to look at a man with an electronic clipboard. "Deck officer!" he shouted. Then louder, "Deck officer! Hey, over here!"

The deck officer, a sandy-haired hedgehog, approached. "Yes, Captain Lombardi?" he asked.

"Do you have any record of Commander McCloud entering the hangar?" asked Krystal before Falco could speak.

The hedgehog checked his clipboard, then looked up. "No, ma'am, I'm sorry," he said.

Falco and Krystal frowned at each other. "Here, help Slippy repair the ship. I'm going to go check at the back entrance," Falco said, handing Krystal a wrench.

"What? But I don't know how to repair a ship!" Krystal blinked.

"Don't worry, Slippy'll teach you!" Falco called, hurrying out of the hangar. He jogged to his living quarters to put on his padded outdoor clothes, then hurried down the frigid tunnels of the base to the back entrance. When he reached the low-ceilinged cavern where the Lagnua beasts were tied up, Falco approached the man in charge of caring for them. "Has Commander McCloud checked into the base from this entrance?" he asked. He had no worries about the man not knowing who he or Fox was– both of them were well known heroes among the Cornerian rebels.

The man shook his head. "No sir, nobody has checked in for the past five hours," he said.

Falco gaped at the man in horror. "He's still out there," he said. "Get a couple snow speeders ready, we need to find him," he commanded the man.

"I can't sir, regulations state that no aircraft are allowed out of the base after five o'clock," said the man.

"Screw the regulations, a rebel commander is freezing out there!" shouted Falco angrily.

"I'm sorry captain, there's nothing I can do about that," said the man grimly.

"Oh yeah? Well there is something I can do about it," Falco snarled. He untied one of the Lagnua, zipped his thick overcoat up all the way, and secured his warm headgear over his crest feathers before jumping into the saddle of the snow beast.

The man gaped at Falco. "Sir, it's getting dark outside, the temperatures are going to drop below zero in a matter of minutes!" he cried.

"All the more reason to find Fox. Do me a favor and head back to the hangar, tell Krystal the vixen and Slippy Toad I went out to find Commander McCloud," Falco said casually, steadying his mount.

"You're Lagnua will freeze to death before you get ten miles away from here," warned the man.

"Then I guess I'll see you in hell," said Falco. He urged his Lagnua forward and dashed out of the base and into the frigid darkness of the Fichinan night.

***

Fox threw himself into the snow in exhaustion, groaning. It had been more than two hours since he had escaped from the cave of the Polera ice monster, and by then the cold had seeped through his padded coat, vest, overshirt, and fur. His joints were stiff, he couldn't bend his fingers, and every step he took was a painful struggle to stay on his feet. A long cut that the Polera's claws had left above Fox's right eye had frozen over, and Fox couldn't even feel his face anymore. He feared that frostbite had damaged some of his tissues beyond repair.

Fox gasped for breath, then immediately wished that he hadn't. The icy air rushed down his throat, stinging his esophagus like a million tiny needles. Fox coughed, his chest heaving. Somehow he had to stay alive, keep himself warm.

_The base can't be more than eight miles. Come on, Fox. You run almost eight miles every day to stay in shape_, Fox told himself. But deep down he knew it was hopeless. He was too exhausted and frozen to run, and by the time he had walked just two miles it would be long dark_. _Then the freezing temperatures would be more of a danger to him than any nocturnal ice creatures.

_I have to try. I have to keep going_, Fox urged himself. He struggled to his feet, wrapped both arms around his chest, and stumbled forward through the snow. He drew his coat tightly about him, his teeth chattering. During his escape from the cave he had lost both his hat and goggles, leaving most of his face totally exposed to the cold. Fox pulled his hood down low, reached into the collar of his coat, and brought the cloth face-guard over his muzzle in a feeble attempt to ward off the cold. It didn't work, and the frigid winds seemed to slice into any open crevice it could find, chilling Fox to the bone.

Fox blinked, his eyelids becoming heavy. _Stay conscious. Stay warm Stay alive_, he commanded himself. He took another two shaky steps, then collapsed face-first into the snow. He didn't know how long he lay there for. Was it seconds? Minutes? Hours, even? He had no clue, but when he awoke he felt a slow warmth creeping up his heels, into his ankles, and spreading through the rest of his body.

_"Fox..."_ whispered a voice.

Fox lifted his head to find that he was covered in snow. He tried to shake it off, but couldn't move. He blinked through the grey haze of the evening to find where the voice was coming from.

_"Fox," _said the voice, _"don't give up yet."_Fox squinted through the falling snow to see a familiar figure. "Peppy?" he whispered, his voice hoarse.

Standing only two meters in front of him, unhindered by the freezing winds, stood Peppy Hare, veteran pilot of the Cornerian army. But that was impossible, Fox thought, frowning. Peppy died four years ago, sacrificing himself to the Dark Lord Cain so that Fox, Falco, and Krystal could escape from the Venomian flagship.

_"You have a gift, Fox. You have it just as your father did,"_ said Peppy.

"Had what? Peppy? What do I have?" Fox rasped.

_"You will go to the planet Zoness,"_ said Peppy, ignoring Fox's question. _"There you will train under an exiled Cerinian survivor named Alagrin, who trained Cerinians to use their psychic powers and aided me during the rise of the Andross Empire."_"Krystal is the only survivor..." Fox murmured, his eyelids drooping once more. Slowly, Peppy began to fade away from sight. Fox blinked. "Peppy... don't go," he said, trying to reach out to his old mentor. There was a moment where Peppy seemed to flicker back into view, but then disappeared altogether. "Peppy!" Fox tried to shout. The exclamation only came out as a strangled gasp, ad Fox fell back into the snow, unconcscious.

"Fox!" a voice shouted again.

Fox's eyelids fluttered open briefly, then closed again.

"Fox!" Falco cried once more, leaping off his Lagnua mount and sprinting through the snow to reach his friend. He hurriedly dug Fox out of the mound of snow piled on top of him, then rolled him over onto his back, trying to feel for a heartbeat. Falco grimaced, hoping that the reason he couldn't feel one was because of Fox's padded clothing. "Come on, Fox, don't do this. Show me you're alive, buddy, come on!" Falco cried, removing his right glove and feeling Fox's jugular vein for a pulse. To his relief, he felt one faintly.

"Come on, Fox. Just help me out here. I gotta get you up on this thing..." Falco grunted, trying to heave Fox out of the snow and onto the back of his Lagnua. Falco turned about as he heard a strangled wail, and blinked in horror when he saw his mount sway, then collapse into the snow. The man in the Lagnua stable was right– it had frozen to death.

"Shit," muttered Falco, dragging Fox over to the dead body of the Lagnua. _No way to get back to base now. I'll have to build a shelter and wait for rescue speeders to find us tomorrow morning_, Falco thought. He unhooked his equipment pack from the Lagnua's saddle and was about to begin working when Fox groaned from beside him.

"Peppy," the young fox groaned. "Peppy... Zoness... Alagrin..."

Falco gritted his teeth in frustration, realizing that Fox would soon die if he wasn't kept warm. Then, looking at the broad belly of the Lagnua, he had an idea. A slightly messy idea, but it would work.

Falco quickly unhooked Fox's energy sword from his belt and ignited it, then dragged the point of the blade up from the Lagnua's stomach to the base of its neck. He deactivated the weapon and replaced it in Fox's belt, then began removing the slippery entrails of the beast and tossing them into the snow.

"Sorry if this smells bad, Fox," Falco said apologetically. He lifted up one of the warm flaps of skin of the Lagnua's belly and rolled Fox inside the body of the empty creature. "But I have to keep you warm. At least until I can make us some shelter," he said. Falco sighed, slumping against the large animal carcass. "Phew!" he gasped, "and I thought these things smelled bad on the outside."

Adjusting his face-guard and goggles, pulling his coat close around him, and tugging his right glove back on, Falco removed the working tools from his supply bag and began the tedious job of building a snow shelter for the both of them.


	3. Rebel Defense

As Solar rose over the white sheets of ice covering the eastern plains of Fichina, three gleaming, metal objects whizzed through the air, hovering quite low for aircraft. The three rebel snow speeders, which were basically Arwings that had been miniaturized, stripped of their wings, and packed with heating coils so that the engines wouldn't freeze, cave together to form a V shape in the air.

Inside the speeder on the left, a green-haired rabbit peered out the windshield of his aircraft, which had been tinted black so that the glare of the sunlight off the snow wouldn't blind him.

"See anything, Mitch?" asked Earl, a small gecko that was sitting in the passenger's seat of the speeder behind the pilot's seat. A secondary gun turret had been fixed on the back of each speeder, which was manned by a passenger at all times.

"Nothing," Mitch the rabbit said, frowning. He set his radio frequency so that the signal would reach the radios of both Fox and Falco, then said, "Commander McCloud! Captain Lombardi! Do you copy?"

There was no answer. "I repeat, if there is anyone out there please respond. I am a rebel pilot and have been despatched to find you," Mitch said. "Beta three or Gamma one, do either of you copy?"

"Still nothing?" asked Earl.

"No," Mitch said worriedly. He radioed his two wingmates. "Have you picked anything up?" he asked into his radio.

"Nothing," responded the other two pilots grimly.

Mitch swallowed, silently praying that the two rebel heroes had survived the freezing night. "Beta three or gamma one, do either of you copy? Captain Lombardi, if you hear me, please respond. Captain McCloud, please contact my radio if you hear this. Do you copy?" he asked once more.

There was a buzz of static on his radio, and the pilot expected one of his counterparts to be signaling him. But then a different voice crackled through the static, a voice that emanated cockiness and self-assuredness, but also happiness and decency.

"Morning, guys! Glad you could drop by to pick us up!" laughed Falco Lombardi through the radio.

Mitch grinned and looked down at the snow, seeing a small speck down below. As his speeder drew closer, the speck grew into a tall figure clad in padded clothing, waving his arms in the air and standing next to a small snow shelter.

"Green three to base, I've found them. I repeat, green three to base, I've found Captain Lombardi and Commander McCloud," Mitch grinned. He signaled his wingmates, and they circled the camp Falco had set up briefly, then touched down next to the shelter. Mitch and Earl left their speeder and filled the empty passenger seats of the other two, allowing Falco to fly the still unconscious Fox back to the rebel base himself.

***

Fox's vision was blurry when he opened his eyes. Not because of drowsiness or unfocused eyesight, but because he was completely submerged in a thick, sticky liquid. Fox involuntarily took a breath through his nose, then stopped, blinking. He hadn't breathed in any of the fluid. Reaching up to his face, he found that he had a large respiration mask over his muzzle, with three short wires protruding from the device and into his nostrils and mouth.

Where was he? What had happened after he had fallen unconcscious? Had he been saved by the rebellion, or perhaps captured by a band of space pirates? Question after question popped into his head, and he thought with frustration that every one of them could be answered if he could just _see clearly!_

An air bubble floated up through the liquid from the grated steel floor beneath him. Then another, and another. Soon the entire space around him was filled with bubbles, and Fox found that wherever he was, the liquid was draining away. When it was completely gone, Fox lay, naked and soaked with goo, on the floor of a large, cylindrical glass tank.

Fox tried to stand, but was too weak to do even that. After a moment the glass walls of the tank began to rise and two figures stepped forward, lifted Fox up, and gently pried the respiration mask away from his face. Before he could say a word they lead him down a long, white corridor and stood him in a small, rectangular room. One of the men pressed a button on the white metal wall, and a thin sheet of water began descending from a showerhead fixed into the ceiling. The men stepped out of the way, let the water rinse the sticky healing fluid off of Fox's fur, and then led him back down the corridor into a wide, clean looking room.

Fox blinked, recognizing it as one of the rooms in the hospital wing of the rebel base. His heart was set at ease, and Fox changed into a pair of soft pajamas and climbed into the hospital cot by himself. He was exhausted, even from just walking a few meters. The two men left the room and Fox fell asleep, hoping that he would see Krystal, Falco, and Slippy soon.

Hours later, Fox awoke to find his four friends, Krystal, Falco, Slippy, and ROB, all surrounding his bed. "Hey guys," he said, grinning up at them.

"Hey Fox," they all said in unison, every one of them smiling. Well, all of them except ROB, but Fox knew that the android would have smiled if he could. Krystal sat down at the edge of Fox's bed and hugged him tightly.

"I'm glad you're back," she said, smiling.

"Me too," he said. He was surprised by the fact that he felt no pain from the tight embrace. The effects of the healing goo must have still been working on him, even after being removed from it.

"That nasty cut you had on your face is almost gone, kiddo," said Falco, grinning.

"The healing fluid is regenerating your damaged tissues. In a few days you'll be as good as new," smiled Krystal.

"How much was wrong with me that you had to completely soak me in that stuff?" asked Fox in awe.

Slippy grimaced. "All of your digits had caught frostbite, and your face had practically been frozen solid. You also had three gashes down to the bone on the left side of your face," he said.

Fox blinked. "Wow. I guess that healing fluid really works wonders," he said, reaching up and touching the scars on the left side of his face.

After he had told them the entire tale of what had happened to him, a medical android shooed ROB, Krystal, Slippy, and Falco out of the room.

"Are you serious, we've only been here fifteen minutes!" exclaimed Falco to the android.

"I was ordered to escort you out, and orders are orders, Captain Lombardi," replied the medical android.

They all left, but before Krystal turned away she bent over Fox and kissed him. "Get well soon, Fox," she said.

"I'll try."

***

Twelve minutes later, Falco, ROB, Slippy, and Krystal were all standing in the control center, called down by General Pepper.

"About twenty minutes ago we picked up a radio signal coming from a few miles from here. It wasn't transmitted to us, we just happened to stumble upon it," said Pepper. He flipped a switch on a control board, and a garbled message of beeps, clicks, and whirs began playing.

"What is it?" asked Krystal, frowning.

"It's no type of signal we've ever used before, and it's too complicated to belong to pirates or smugglers. We think it's an imperial signal," said Pepper grimly.

"What do we do, general?" asked ROB in his usual blaring monotone.

"Find whatever's sending the signals, and stop it. Whatever it is, it can't be good for us. Captain Lombardi," Pepper said, turning to Falco.

"Yes general?" Falco asked, folding his arms as if expecting what was coming.

"I want you to check out whatever that is. In understand your ship still needs repairs, I'll get a team of mechanics working on it immediately," offered Pepper.

"Sure, thanks general. Come on, Slippy," Falco said, heading towards the door of the control room.

"Wait, what? Why do I have to come?" Slippy cried.

"Because Krystal's needed here, Fox is in the hospital, and I highly doubt ROB knows how to use a blaster."

"I do not," ROB said.

"See? Come on," Falco ordered, dragging Slippy along after him.

After both of them had changed into their thick winter clothing, they adjusted their radios to pick up the signal and began heading towards the transmitter. When they were only dozens of meters away, both of them slipped off the backs of their Lagnuas (Slippy far less gracefully than Falco) and crept towards a large, black object hovering in the air a few meters above the ground.

Falco pulled his hood low over his head and drew his blaster out of its holster. Slippy copied him. "Okay," said Falco quietly, "we want to capture this thing if we can. Don't make any loud noises."

Slippy nodded.

They lowered themselves to the snow and crawled towards the imperial probe robot, both of their blasters at the ready. Falco squinted at the robot, thinking of where he could shoot it so that it would be disabled, when it turned to get a better radio signal and spotted him.

The robot squealed and fired a laser beam at Falco and Slippy. Slippy yelped and slid away from the blast, but Falco quickly rolled to the side and fired three quick shots at the robot. Only one blaster bolt hit it, and only clipped it in an antenna. But nevertheless, the probe robot exploded in a shower of sparks and white-hot shard of metal.

Falco sighed and picked himself up off the ground, then radioed Krystal back at the base. "I've made contact," he said.

"Did you capture it?"

"Couldn't, it fired at us and I had to shoot it."

He heard Krystal sigh. "Well what was it, anyway?" she asked.

"Robot of some kind. But I didn't hit it too hard. I think it must have been some kind of self-destruct mechanism," Falco said as Slippy holstered his blaster and waddled up next to him.

Back at the base, General Pepper looked at Krystal grimly. "I think it's safe to say that's an imperial probe," he said. "It isn't safe here. Call Lombardi and Toad back, we need to evacuate the planet."

***

If there was one thing that Fox had learned in his years with the Cornerian rebellion, it was that evacuating a planet was one of the most difficult processes they had to go through. It took days just to load all of the movable supplies into cargo ships, and on top of that they had to organize a planetary defense army from what few soldiers they had.

It was just two days after Fox had returned to the base, and already he felt just as good as he had the morning before being captured by the Polera ice creature. Even the scars on his face had healed, and his rust colored hair grown over the spots where he had been slashed.

"Are you positive that you are alright, commander?" asked the worried medical android as Fox changed into a green, padded pilots jumpsuit.

"I'm fine, really. Someone has to lead the pilots out there," he said, pulling a winter jacket on over his flight suit.

"Take care, commander," said the android as Fox walked out of the hospital room. Fox thanked it and exited the hospital wing of the base, which was the only area warm enough for ice not to build up on the walls and ceiling. Fox was thankful that he had taken the liberty of wearing so much warm clothing.

Fox hurried down to the hangar, heading towards the _Eagle's Eye_ in the corner. "Falco!" he shouted up at the ship. The blue bird poked his head out of a maintenance hatch on the top of the ship, blinking. "You going already?" he asked.

"I have to. I'm the leader of blue squadron, remember?" Fox grinned.

"Seeya Fox!" called Slippy from inside the cockpit of the _Eagle_. Fox waved at the toad through the windshield of the ship, then turned back to Falco.

Falco frowned at Fox as he climbed out onto the hull of the ship. "Be careful out there," he said sternly, speaking to Fox as if he were talking to a younger brother.

"I will," Fox smiled. He turned away and headed towards the snow speeders lined up against the hangar wall, where Krystal was waiting for him. They embraced tightly, then kissed each other.

"Where will you be?" asked Fox, frowning.

"In the control room," said Krystal. "They need me there. And don't worry, I'll get to a transport as soon as I can," she added, seeing the frown on Fox's face.

"Alright," Fox said. He kissed her once again, then hopped into his speeder and put on his flight helmet. "Bye Krys," he said as the cockpit windscreen sealed shut. Krystal stepped back as Fox fired up the speeder, eased it off the ground, then flew outside, leading the five other speeders in blue squadron out to the now-dormant battlefield.

Miles away from the base, a rebel officer crouched in a trench dug six feet into the snow, looking out towards the fields of ice with a pair of thermal goggles. He frowned. There was definitely something out there, but what it was he couldn't say. The heat readings he was getting were too scrambled. He flicked a switch on the side of the binoculars and the heat scanning sensors were turned off. He almost gasped out loud in horror at what he saw through the lens of the binoculars.

Miles away, but approaching fast, were twelve giant, four-legged metal beasts. The gears in the knee joints of the beasts cranked and shifted, allowing the leg to bend and move forward, planting a giant foot into the ice. These mechanical goliaths were known as GATs, or Ground Assault Transports. They were known to be one of the Andross Empire's most deadly pieces of machinery ever made.

"Walkers, we have walkers inbound! Charge the cannons!" the officer shouted, lowering his goggles. Throughout the trench, rebel soldiers primed their blasters, charged the batteries on laser cannons, and drew ion grenades from their supply packs. Looking out across the fields, dozens of tiny dots appeared, growing in size quickly. Soon they took the shape of walkers themselves, though they were much smaller and nimbler than the GATS. The two-legged S-AT vehicles hurried towards the trenches, firing blaster bolts out of cannons protruding from their undersides.

A rebel blaster cannon fired back, hitting an S-AT dead-on and causing it to topple over and explode. The dozen and a half rebel snow speeders, led by Fox and the other squad leaders, zipped by overhead. The battle had begun.

Dropships carrying imperial shock troopers touched down, releasing a horde of infantry enemies for the men in the trenches to deal with. Blaster bolts crisscrossed in the air, the sky soon became filled with smoke from blaster discharge, and soldiers began shouting over the roar of the icy wind and explosions.

After successfully pushing back a squad of shock troops, the rebel soldiers charged across the field of ice, firing their blasters and shouting like madmen. The two armies crashed into each other with tremendous force, rocking the base below them with an onset of explosions.

"Darry, Creel, attack those S-ATs. Mikey, Darkks, let's go after the GATs," commanded Fox. Blue squadron split up, soaring in different directions on the battle field. Fox swooped down low over the short, stalk-like neck of one GAT and unleashed a burst of energy from the blaster cannons on the front of his speeder. _It isn't working_, he observed with surprise. He wheeled his speeder around for another pass, and was almost shot out of the air by the blaster cannons on the giant vehicle.

"Guys, the armor on those things is too strong, blasters won't do a thing," Fox called to the others through his radio.

"Then what do we do?" asked Mikey.

Fox frowned. What _would_ he do? How would a Katinan farm boy topple a large beast when confronted in a battle. Then Fox blinked. Topple? That was it! "Use your harpoon guns, guys. Aim for the legs."

"You sure that'll work?" asked Darkks uncertainly.

"No, but it's worth a shot," said Fox.

Darkks swung his speeder around, flying straight between the four legs of one GAT. As he passed by, a thin but powerful cable was fired from the back of his speeder by the copilot in the passenger's seat. Darkks circled the legs of the walker, trailing the wire behind him. He looped between its legs, spun around once more, then detached the cable from the rear of his speeder.

The GAT took a shaky step forward, got its foot caught in the wire, and then toppled forward into the snow.

Darkks whooped merrily. "It worked! I can't believe it!" he cried.

"Yeah, you did good– hey, watch that crossfire–!" Fox shouted. But before he could get any more out, a searing blaster bolt tore through Darkks' speeder, sending it crashing to the snow in a pulsating ball of fire.

Fox cursed in a low voice. "Andy, you ready to fire that cable?" he asked his copilot.

"Ready."

Fox arced his speeder through the air, barrel-rolled to avoid a blaster bolt, then cried, "Now, Andy, shoot the legs!"

Andy aimed his turret briefly and was about to fire when a stray laser clipped the back of the speeder. Andy gave a strangled cry, and Fox began losing control of his craft. "Andy?" Fox asked, trying to keep his speeder steady. No answer. Fox didn't know if Andy was dead or not, but he didn't have time to stop and think about it. His speeder was going down.

"Mikey, round up the others. I'm hit and going down," Fox shouted, trying to fight the pull of gravity that forced the nose of the speeder down. "I repeat, I'm hit, I'm hit–"

His speeder crashed into the snow, slid a few meters, then came to a stop. Fox shook the dizziness of the impact away, then noticed a strange heat at the back of his neck. He looked back to see that flames had leapt up from the controls in the passengers seat, and they were getting uncumfortably close. "Andy!" he shouted to the blackened, motionless body in the passenger's seat. Still no answer. There was no question that Andy had died.

Fox unbuckled his restraints, then forced the cockpit open and crawled out. Once outside, he saw the gargantuan foot of an approaching GAT land in the snow not ten meters from the speeder. Looking up at the underbelly of the machine, Fox was struck with an idea. He hurried to the back of the speeder and pried the harpoon gun from the twisted metal of the speeder. It was battered and dented, but Fox knew that rebel weapons were sturdier than they appeared.

Fox dove away from the speeder just as the walker's foot came down and crushed it, then picked himself up from the snow and hurried after the GAT. Avoiding the legs of the giant robot, Fox aimed the harpoon gun at the underbelly of it and fired. The harpoon shot up into the air and buried itself dep into the armor plating of the walker. Fox then hooked the gun into his belt and pulled himself up to the bottom of the giant robot with it. Once he was only a few feet from the bottom of the GAT, Fox unhooked his energy sword from his belt and activated it. The white blade snapped to life and flashed through the air, cutting a wide gash in the metal.

Fox hooked the energy sword back into his belt, unhooked an ion grenade from his supply harness, and tossed it into the GAT through the gash. Fox cut the cable on the harpoon gun and let himself plummet downward into the snow, then looked up from the ice in time to see the underside of the GAT explode in a flash of brilliant colors. The machine wobbled, tottered forward, then fell sideways into the snow. It had been destroyed. Fox grinned to himself and slumped back into the snow, letting himself drift into unconsciousness.


	4. Escape From Fichina

_Author's Note:_ I understand that the Hoth/Fichina battle in the last chapter was very short, and that it was way cooler in the movie. But I was pressed to limit the chapter lengths, so if I'd made the battle bigger the chapter would have gotten to be TOO long. So I extended the battle into this chapter a bit. It isn't much, but it's more than I had before.

------------------

The captain of one of the giant GAT robots leaned forward, looking through the wide windshield in the head of one of the machines. In the distance he could see Venomian starfighters zipping down towards a large mountain that the rebel base was hidden under. As they drew close to the peak of the icy mountain, the two fighters in the lead suddenly exploded, although no laser blasts had shot them down.

The captain frowned. "Scan the mountain for energy readings," he said to one of the men commandeering the walker. The man nodded and flipped a few switches on the control board of the machine, and suddenly the windscreen went dark and showed an orb of tightly woven beams of energy surrounding the mountain. A shield.

"Tell command to find the location of the shield generator and destroy it," barked the captain to another person in the cockpit of the machine.

In the short five minutes that it took the Andross Empire to locate the generator, the battle had escalated into a full scale invasion of Fichina by the Andross Empire. Screams and laser blasts filled the air, and the snow was dyed dark red with spilled blood.

A group of five rebel soldiers aimed a heavy blaster cannon up towards the cockpit of one of the GAT walkers and blasted through its windscreen. The great machine crashed to the snow, and the soldiers whooped loudly.

"Come on!" shouted the leader of the group, priming his blaster rifle and rushing towards the GAT walker sprawled in the snow. His followers cheered and followed suit and approached the GAT behind him, but were caught in a massive fireball as the GAT exploded with a self-destruct mechanism.

Mikey, the new leader of blue squadron, called the others in his squadron to his sides. "Okay guys, Fox is down. The trick with tying up their feet worked once or twice, but they've caught onto that," he said, twisting his speeder to the side to avoid a burst of flak from an imperial Anti-air tank rolling its way across the ice.

"So what do we do?" asked Darry, frowning down at the battlefield. So far it wasn't faring too well for the rebellion. The foot soldiers that weren't on the run were either getting pinned down by fire in the trenches or having their organs fried by nonstop blaster bolts being fired into their bodies.

Mikey glanced down at an imperial convoy carrying explosive shells to artillery guns mounted in the snow. "I've got an idea. Cover me guys, I'm heading for that convoy. Richard, when we get close I want you to snag one of those shells with your harpoon gun."

"Are you sure that's a good idea?" asked Richard, Mikey's copilot.

"Just do it, I know what I'm doing," said Mikey. He broke off from the rest of the squadron and dove towards the convoy, pulling up and wheeling away just before the S-ATs guarding it fired upon him.

"I got one!" declared Richard.

"Good, hold onto it," said Mikey. He carefully guided his speeder so that he was flying diagonally towards the cockpit of one GAT, just out of its sight. It appeared to the rest of blue squadron that he was about to crash into it, when he pulled up sharply at the last second. The bomb he was towing behind him smashed into the cockpit of the GAT and exploded, removing its head and neck. It wobbled and fell over, crushing a platoon of imperial shock troopers advancing across the snow.

Richard laughed jubilantly. "That got him!"

"Nice one Rich, just stay on target," warned Mikey, glancing down at a couple dozen imperial shock troopers aiming upwards and firing large, shoulder-mounted blaster cannon lasers at them. He rolled to avoid getting his starboard stabilizer blown off by one of the blasts, but was still scorched by the laser. _This is getting dangerous out here_, he thought grimly.

Meanwhile, five GAT walkers marched towards the badly camouflaged shield generator, crushing fleeing rebel soldiers to a bloody pulp beneath their feet. They aimed their laser cannons and fired relentlessly at the generator until it exploded in a shower of sparks and flames.

"The shields are down. It is now safe to move all infantry into the base," reported the head GAT.

***

Falco sprinted down the icy corridors of the base, his warmer set of clothes forgotten in his living quarters. He rounded a corner, almost slipping and falling on his tail feathers, and hurried into the command center of the base. There were only six figures left in the room: General Pepper, Krystal, ROB, and three personnel monitoring the computers.

"Krystal, General Pepper," Falco said, leaning against the cold metal of a computer control board and gasping for breath.

"What?" Krystal asked, turning to the blue bird.

Falco jerked his thumb towards the door. "One of the last transports is leaving the planet in a few minutes, the captain ordered me to find you two. We have to go," he said.

"I'm not leaving until everyone else is safe," said Pepper stiffly. Falco scowled, but knew he couldn't order the general to go.

"Your choice," he said. "Krystal?"

Krystal looked at Pepper, then at the personnel in the room. "I can't leave without knowing everyone else is alright," she said slowly.

"Mistress Krystal, by all means, go. Don't worry about everyone else, I'll handle them. Captain Lombardi is right, you need to leave," said Pepper.

Krystal frowned, but then she reluctantly said, "Alright, I'll go."

"Good. We need to go now, so I hope you don't need to bring anything with you," said Falco. He grabbed her wrist and led her out the door hurriedly.

ROB stood staring at the door for a few minutes, then hurried out of the command center after them. He had no desire to remain on the icy planet any longer. Although ROB's stiff metal legs would only allow him to walk, he took wide, loping strides and was quickly able to catch up with Falco and Krystal.

"What about you? How are you going to get off this planet? Is the _Eagle_ okay? Where's Slippy?" asked Krystal between breaths as they ran.

"Geez, one question at a time. Yeah, I'm taking the _Eagle_, and Slippy's coming with me to repair it. I don't know if it's fixed or not... yet," said Falco.

"How will you follow the rest of us if you don't have hyperspeed jets?" asked Krystal.

"Hopefully Slippy can repair it in just a couple more hours," said Falco grimly.

"I don't know if you know I'm following you, but please slow down," said ROB from behind them.

"No can do, ROB. We have to get out as fast as possible," said Falco. Both he and Krystal skidded to a halt as a deep _rumble_ shook the base.

"What was that?" asked Krystal.

"I don't know, but it's not good," muttered Falco. "Come on."

Unbeknownst to Krystal, ROB, and Falco, the rumbling had come from the side of the icy mountain being blown open by imperial cannons. The gargantuan blast doors shielding the hangar had managed to block almost all attacks, and the empire had resorted to blowing parts of the mountain itself away in order to gain access to the rebel base. At that moment an entire legion of shock troops were flooding into the base, searching for any survivors.

Falco and Krystal were a few meters ahead of ROB, still sprinting down the icy halls, when an explosion blew a dozen chunks of ice out of the western wall of the corridor. Falco peered through the dust and smoke, seeing sunlight from outside pouring into the dim tunnels. His eyes widened and he backed away as a tall, black shape emerged from the smoke, its flowing black cloak giving it the appearance of a mutant bat.

Cain calmly strode towards both Falco and Krystal, one gloved hand reaching for the energy sword hooked into his belt.

Falco reached for his blaster, but suddenly another explosion shook the tunnels, almost throwing all of them to the floor. The ceiling cracked, groaned, then came down in an avalanche of ice, metal, and stone. The pile of rubble clogged the corridor, blocking off Cain from Falco and Krystal.

Although Falco was relieved that the collapsing tunnel had saved them from an encounter with Cain, he silently cursed to himself. That tunnel had led to the transport that was awaiting Krystal. Falco unhooked a small radio from his belt and spoke into it. "Transport fifteen, this is Captain Lombardi. I can't reach you, take off. I'll get her out on my ship," he said. He helped Krystal off the ground and began leading her away from the pile of rubble. "You okay?" he aksed.

"I'm fine. Where did you say we were going?" Krystal asked, blinking.

"The _Eagle_, the hangar is our only other option for escaping. I sure hope General Pepper already got to his transport," Falco grunted grimly.

"Oh, stars..." Krystal muttered, thinking of the battered old freight ship.

"She isn't _that_ bad, come on," protested Falco, holding Krystal tightly by the wrist and leading her on. As they hurried down the corridor they passed by ROB, who blinked his red optical receptors at them in confusion.

"Where are you going now? Wait for me!" the android cried, turning and hurrying after them.

On the other side of the pile of rubble, Cain hissed angrily into his oxygen mask. He had been so _close_ to getting Krystal and exterminating the last of the Cerinians. But there was always another time. _She may be useful alive for a little longer, _thought Cain.

"Sir, are you alright?" asked a shock troop clad in thermal armor and a padded helmet, stomping through the ice towards him. Behind him were a half dozen other troops, all hurrying into the tunnel through the new entryway in the wall.

"I'm fine," snapped Cain. He tilted his helmeted head slightly, staring at the pile of ice blocking the corridor. "Head towards the hangar," he said after a few moments. "I'm expecting someone there."

***

Fox grunted, lifting his face from the snow. He was stiff with cold and his face was numb– he hoped that his tissues hadn't been damaged by frostbite. He had no desire to spend any more time in the tank of sticky healing gel. Fox stood up slowly, pulling his blaster out of its holster and glancing around.

He was far from the main battlefield, but even from that distance he could tell that the rebellion was suffering terribly. The snow was blackened with soot from burnt bodies, and the stench of blood hung thickly in the air, stinging Fox's nostrils. Tiny dots that were rebel foot soldiers fled across the ice, only to be shot down by shock troops, S-ATs or GATs. Smoke curled upward from the base, and one lone snow speeder was left in the air, trailing black smoke from its damaged thrusters.

Inside his helmet radio, Fox could hear Mikey's exhausted voice groaning into his microphone. _"Lost everyone... Darry, Creel, Commander McCloud. My copilot's dead. I'm bleeding..."_

"Mikey! Mikey, I'm okay, head to a transport!" Fox tried to shout into his microphone. He grimaced and tapped his helmet. The microphone was busted.

_"Seeya everyone..."_ he heard Mikey sigh. In the distance, Fox saw the speeder angle itself towards one of the three GATs approaching the base. The monstrous machine fired its blaster cannons at Mikey's speeder frantically, but missed. The speeder smashed through the windscreen of the GAT, causing the head to burst apart with a loud, resonating _boom_.

Fox gritted his teeth. _Bye Mikey_, he thought forlornly. He had lost yet another good friend to the Andross Empire.

"Commander!" shouted a voice in the distance. Fox turned to see a lone figure hurrying towards him on the back of a Lagnua. Fox waved to the figure, who happened to be the very rebel soldier that Falco had spoken to before heading out to find Fox in the snowstorm mere days ago.

"The empire's won," the soldier said breathlessly. "Almost everyone has been evacuated from the base, and the fleet has taken off. There's a few Lagnuas tied up to a radio antenna about half a mile from here. I can take you to one, then you can find an Arwing near the takeoff zone."

Fox shrugged. "Sounds good to me. Thanks a lot, soldier," he said as the soldier helped him onto the back of the Lagnua. The creature grunted at the extra weight, but tolerated it. As the soldier turned his mount towards the radio antenna in the distance, Fox grimaced at the rebel base. He hoped that Krystal and Falco had managed to escape safely.

***

Falco jumped to the side, barely dodging a chunk of ice that had fallen from the hangar ceiling. "Come on!" he shouted to Krystal. He lead her up the entry ramp to the _Eagle's Eye_, then poked his head back out to glare at ROB. "Move your metal ass, Robbie, I need you to help pilot the ship!" barked Falco at ROB angrily. Then he looked up to the topside hull of the _Eagle_ and shouted , "Slippy, you done up there?"

"Yeah!" called Slippy back, slipping into the _Eagle_ through the top hatch as ROB hurried up the entry ramp. Falco dragged the android into the cockpit of the ship and hurriedly plugged him into the control board, then sat down in the pilot's chair and began powering the ship up.

"Okay, power levels are all steady. Engine seems warmed up enough..." Falco muttered to himself. He fired up the ship, but then the lights in the cockpit dimmed and the engine groaned pitifully. "That isn't good," blinked Falco.

"Ugh, I thought you said you'd fixed this pile of–" Krystal was cut off by falco, who spun around in his chair, glaring at her.

"Watch what you say, I've got enough problems without having to hear you complain about my ship," he snapped.

Krystal rolled her eyes and sat down in the copilot's seat, wondering if the _Eagle_ was held together by spit and prayers.

Falco flipped a few switches on the control board and the lights returned to normal. "Right. The engine wasn't heated enough. We just need to wait a couple minutes..."

"We don't have a couple minutes!" yelped Slippy frantically, pointing at a platoon of shock troops setting up mounted blaster cannons in the entryways to the hangar.

"Right, I didn't see them. Must've been their white armor," muttered Falco cooly. He pressed a button on the control panel and a small, automatic blaster cannon emerged from the underside of the _Eagle_. It rotated in its place, then blasted holes through the chests of three shock troopers. But for every soldier that fell, two more seemed to take his place.

"Almost there," said Falco, clenching a fist.

A black figure descended on the white-clad soldiers like an angel of death, freezing them with terror for a few seconds. Then they began moving twice as fast to assemble the blaster cannons, firing their rifles at the armored hull of the _Eagle_.

Cain calmly walked forward, easily deflecting the blaster bolts from the _Eagle'_s cannon with his energy sword. Inside the cockpit, Slippy began to panic.

"He's coming!"

"Now, ROB, hit it!" Falco shouted.

ROB remotely activated the engines, and the _Eagle _blasted out of the doors to the hangar, which had been forced open by nearly constant laser blasts. The _Eagle_ rocketed out across the icy fields of Fichina, then angled upwards and soared up into the sky.

Cain snarled angrily, deactivating his energy sword and hooking it into his belt. He shook his head, then turned and headed back into the corridors of the base. "Show me the command center," the Dark Lord growled at the soldiers.

Outside, Fox glanced up at the freight ship and grinned as it flew away. His friends had made it. He looked back down to his fresh Lagnua mount, bade the soldier that had given him the ride farewell, then quickly urged it across the ice fields to the rebel takeoff zone.

"Commander McCloud, I heard you were dead!" cried a mechanic standing by Fox's Arwing.

"Not yet," grinned Fox. "I've still got a couple lives left. How's my fighter?" he asked.

"All set and ready to go. I was going to give it to someone else when I heard you had been shot down, but I'm glad I decided not to," grinned the mechanic.

Fox quickly climbed into the Arwing, thanked the mechanic, and blasted off into space. He saw that the coordinates for the rebel fleet rendezvous had already been inputted into his slipspace computer, but he erased them. He had already decided he was going somewhere else. He set his coordinates for Zoness, then activated his slipspace jets and shot off through the stars.


	5. Into the Asteroid Field

_Author's Note:_ Well, I'm back. We finally got a new laptop, so I can finish this story now! Thank you all for waiting patiently, sorry that had to happen. But anyway, here's the next chapter. I hope you enjoy it.

------------------------------------------------

The _Eagle's Eye_ bucked violently as yet another blaster bolt glanced off the freight shuttle's shields. Falco lurched forward in the pilot's seat, somehow managing to keep his ship from spiraling out of control.

"Falco!" Krystal shouted over the roar of blaster fire and starfighter thrusters.

"One sec!" Falco called over his shoulder, twisting the bulky freight ship into a barrel roll and plummeting back towards the surface of Fichina. The three Venomian starfighters copied his maneuver perfectly, their blaster cannons still blazing.

"Falco!" the blue vixen shouted again.

"I'm a bit busy, do you mind?"

Falco pulled up sharply, looping around and soaring back up towards the bleakness of space.

Two of the fighters following them tried to copy his movements, but only ended up colliding with each other. The needle-like nose of one shore off the flight stabilizer of the second, sending it spinning helplessly into space. The pilot of the other fighter seemed a bit shaken up for a moment, but then shot off again in pursuit of the _Eagle_.

"Falco, will you listen to me?" Krystal shouted again.

"Fine, fine, what do you want?" Falco asked hurriedly, glancing at the control board in front of him. The rear shields on the _Eagle _were beginning to fail.

"You don't see _that_?" Krystal cried, pointing through the windscreen at a space battle raging between the Cornerian Rebellion Fleet and three massive Venomian star cruisers.

Falco blinked. "Oh. Well, I was a bit preoccupied..." he muttered.

"What do we do?" blared ROB, swiveling his head to get a glance of the battle.

"We have to help them!" cried Krystal, reaching for the controls.

"Whoa, what do you think you're doing?" Falco cried, twisting the control yoke as if he could keep it out of Krystal's reach. He ended up wrenching the _Eagle _to the left, unintentionally dodging another burst of blaster fire from the pursuing fighters.

"They can't get out of that alone!" Krystal shouted frantically, her eyes wide with fear and anger.

"And you think _this_ ship can help them?" Slippy grimaced from the copilot's seat.

Falco scowled. "Alright, froggy, I'll show you what this baby can do," he grunted under his breath. He looped around again and began hurtling towards the battle with all speed.

Slippy blinked. "Wait, what? I wasn't even trying to use reverse psychology, I was serious!" he squealed.

Even Krystal became nervous as Falco neared the battle with no indication of slowing down. "Falco, maybe you should try to calm down before trying this," she said nervously.

"I am calm. Calm, calm, calm. Mister calm, that's who I am," Falco grinned, his eyes glinting with a wild light.

Slippy screamed and clutched his seat as the _Eagle _ripped through the battle like a blaster bolt through a sheet of paper. Falco twisted, dived, and spun through the chaos, laughing as though he were a child on a Cornerian hovercoaster ride. The _Eagle _wove through a red-hot netting of blaster bolts, at times passing so close to Venomian starfighters that the pilots panicked and accidentally flew straight into friendly-fire.

Krystal covered her ears as a loud, monotonous hum of static filled the cockpit. Upon looking around she discovered that it was ROB, yelling his head off in terror.

Falco pulled up violently until he was flying towards one of the Venomian star cruisers upside-down, then up righted the _Eagle _swiftly. He opened the throttle on the bulky freighter, hurtling towards the command bridge of the giant enemy ship with all speed.

"Falco, what are you doing?" Slippy squeaked, taking his hands away from his face to get a glimpse of what was happening.

Falco didn't answer. He urged the _Eagle _forward, testing the ship's limits.

"Falco, please don't do what I think you're going to do," Krystal gasped, her jaw dropping.

Falco chuckled, dodging left and right as the defense cannons peppering the hull of the ship began firing at the _Eagle_.

"You're insane," Krystal said, her voice barely a whisper. Somehow, Falco heard her.

"Maybe," he said simply.

Onboard the command bridge of the Venomian star cruiser, Imperial personnel were becoming nervous as well.

"He isn't slowing," warned a command officer.

"Tell all defense cannon operators to turn their attention towards that freighter," barked the captain.

The _Eagle's Eye _didn't falter, continuing its crash-course towards the command bridge.

"Move the ship! Move us, quickly!" the captain finally cried out as the _Eagle_ became dangerously close.

The massive Venomian star cruiser began reversing slowly, trying desperately to create more space between it and the _Eagle_. It was moving fast for a ship its size, but the _Eagle _was faster.

With a whoop of jubilation, Falco pulled up on the control yoke with all his might, the veins bulging under his neck feathers from the strain. Before the Imperials aboard the star cruiser noticed that the _Eagle _had spun out of the way, they accidentally backed straight into another Venomian cruiser, smashing through its hull. Imperial shock troopers, androids, and officers alike were all sucked out into frigid cold of space as the corridors in the second cruiser split open.

With only one remaining enemy cruiser concentrating their fire on the Rebel Fleet, the few surviving Arwings zipped about the battlefield, distracting Venomian fighters and the cruiser long enough for the rest of the fleet to escape.

While the last of the Arwings disappeared into slipspace, Falco finished typing the coordinates for the rebel rendezvous point into the _Eagle_'s hyperspeed computer.

For a moment, Krystal was speechless. Then a grin began to slowly appear on her face, and she patted Falco on the shoulder. She felt no apprehension whatsoever when she told the arrogant bird, "You're a genius."

Falco grinned. "I do have my moments, don't I?" he snickered. Then he jammed the button on the control panel that would activate the hyperspeed jets and get them out of there. The _Eagle_ rumbled, made a few low _clunk_ing noises, then... did absolutely nothing.

Falco blinked as the final star cruiser turned its attention towards the _Eagle_, looming over the freighter like an enraged metal titan.

"Uh oh," Falco said numbly.

The rest of them sat in silence for a moment.

"What's, 'uh oh'?" asked Krystal slowly.

Falco jabbed the button three more times, beginning to panic. "I have a bad feeling about this," he muttered. Then he turned to Slippy, his eyes wild. "You _did_ repair the hyperspeed jets, didn't you?" he asked.

The toad blinked. "Um..."

"Don't tell me, Slippy..."

"We were pretty rushed to evacuate," Slippy literally croaked, nervousness overcoming him. "If I'd had just one more day, maybe– and then I forgot in the rush to escape, and–"

"Oh. Well this is great," Falco said, turning back to look at the enemy ship up ahead. He grit his teeth, glancing at the digital mini-map of the Lylat system on the control board. The blue screen showed a small green dot just beside Fichina showed their location, along with numerous white dots showing the locations of the other planets in the system.

"Katina is closest, we could try to escape and get repairs there," suggested Krystal.

Falco snorted loudly. "No way. I've got some bad relationships with some guys on Katina. I'd rather the Andross Empire take me in than have my feathers plucked by angry criminals," he said.

"The chances of finding a repair facility on Solar are a mere two-point-one-seven percent. The only other logical planet to find repairs on is Corneria," ROB bleated in his metallic monotone.

Falco drummed his feathered fingers on the control panel for a few seconds, then nodded. "Alright, Robbie, how long would you predict it'd take to get there?" he asked finally, taking up the controls again.

"Without hyperspeed jets? Two weeks, I estimate. Possibly one and a half at the very least," the android said.

Falco flexed his fingers, then quickly wheeled the _Eagle _around and began speeding in the direction of Corneria. "Let's hope we can outrun them before then," he mused softly to himself.

Krystal looked grim. "You don't seriously think you can outrun a Venomian star cruiser, do you?" she asked. She knew from experience how vicious Imperials could be when chasing their prey. To her it seemed like just a few weeks ago that her star cruiser was boarded by Cain and his troops, and she was forced to send ROB down to Katina to find Peppy Hare himself.

Falco shrugged. "To be honest," he said, "I have no clue."

The cruiser behind them sped up, the nose of the giant craft slowly approaching the rear thrusters of the _Eagle_. Glancing at the radar screen situated next to the windshield, Krystal could see a dozen smaller craft begin to issue forth from the sides of the Venomian cruiser, heading towards them.

"Fighters, inbound," she warned.

"I got it," Falco confirmed, angling the nose of the _Eagle_ downward, then jerking the ship to the left and right erratically so that the Venomian starfighters couldn't lock on to them. Just as he had done with the three fighters pursuing them from Fichina, he pulled up unexpectedly, causing three unwary pilots to smash into each other.

Falco grinned and sped away towards Corneria again, ever watchful of the approaching star cruiser.

"Hey, Falco," said Slippy, blinking his bulbous eyes, "why do we have to go all the way to Corneria to pay for repairs?"

"Oh, I don't think we'll have to pay for them," Falco said slyly. "I know somebody who might be able to help us out. Well, if they're still there," he said. Then he added under his breath, "And if she doesn't still want to fry me."

"Still, we might be able to repair the ship here. If we can get the hyperspeed jets to work, we may be able to escape with no problem. I only need a little while and the right equipment, and I think we'll be god to go," Slippy said.

Falco and Krystal glanced at one another. "You know how to fly this thing?" Falco asked Krystal.

"I'm not an expert, but I can probably buy you enough time to get the jest repaired," she said.

Falco nodded, jumped out of his seat, and beckoned for Slippy to follow him to the back of the ship. Krystal quickly took Falco's place in the pilot's seat, flying the freighter with less skill than Falco, but with every bit as much confidence as him.

Falco and Slippy hurried through the cramped corridor leading from the cockpit to the back of the ship, grabbing hold of the walls whenever Krystal performed a difficult evasive maneuver against the enemy fighters. By the time they reached the service hatch leading down to the engine room, they were both bruised and bloodied from having been smashed against the walls and ceiling so many times.

"Hopefully Krystal can keep this thing steady while we work," muttered Falco, pulling open a metal drawer containing a toolbox. He opened the service hatch and practically kicked Slippy down into the engine room before hurrying down after him.

"Okay, so you're sure that we can finish this from down here?" Falco asked.

"Not really, but it's possible," Slippy said. He opened the toolbox and pulled out a large wrench, then waddled over to one of the two small jet turbines in the back of the room. He popped open a metal panel on the side and reached into the turbine, starting his work.

Falco was annoyed to find that he had become Slippy's assistant down in the engine room, handing him a new tool whenever the toad finished with a different one.

"So what's wrong with it?" Falco asked, gripping a metal pipe in the ceiling as the _Eagle_ lurched again.

"So far it looks like one of the fuel feeds is cracked. We might be able to fix it temporarily, but without a replacement it'll just split open again," said Slippy grimly.

Falco hated admitting it, but he was at a loss for what to do. "Should we try to escape once we get this repaired, or just use it to get to Corneria?" he asked.

"I'd suggest the second idea. We don't want to get stuck floating in the middle of nowhere if we try to get to the rendezvous point," Slippy suggested.

Both Falco and Slippy looked upwards as Krystal's voice came blaring through the speaker's in the ceiling. _"Falco, Slippy, you'd better get up here quick!"_ the vixen cried.

Falco and Slippy blinked in confusion, then both hurried up out of the engine room. As soon as they climbed out of the hatch, however, the ship was slammed violently to the side and Slippy was thrown right back down the hatch.

Falco steadied himself quickly and began running back towards the cockpit. _That wasn't any laser blast. Something actually hit us!_ he thought. As he arrived in the cockpit, Krystal quickly vacated the pilot's seat for him.

"Asteroids," she said, pointing through the windshield at the chunks of rock and metal floating through space. "I tried to fly through it, but it's... difficult. This ship is bigger than the ones I normally fly."

Falco buckled himself into the pilot's chair and gripped the control yoke once again. How could he have forgotten about the asteroid belt between Corneria and Fichina? It was no matter, though. He could use this to their advantage.

Slippy did a double-take as he entered the cockpit. "A-are those–?"

"Yes," said Krystal grimly.

Falco sped up, dodging an asteroid as it came hurtling towards the _Eagle_.

Then Krystal gasped. "You aren't actually going to fly _into_ that, are you?" she asked in terror.

"It should throw them off our trail, shouldn't it?" Falco asked, dipping low to avoid another asteroid.

"Captain Lombardi, my calculations show that the chances of our survival are nine thousand seven hundred thirty-six to–"

"Will you shut up already?" Falco shouted at ROB.

The star cruiser and fighters following the _Eagle_ hesitated. It would take a madman to fly into an asteroid field thinking he could come out alive. But then they imagined Lord Cain's wrath when he discovered that they had failed.

Grouping together, the Venomian starships accelerated into the asteroid field in hot pursuit of the _Eagle's Eye_.

Falco shot forward fearlessly, slipping the _Eagle _between two asteroids just before they collided with each other. The fighter following them tried to pull up, but just ended up tearing the bottom of its craft out, destroying itself.

Slippy screamed and covered his face as the _Eagle_ came within mere meters of one of the larger asteroids before veering off to the right.

"Slippy, go back and try to work on those jets!" shouted Falco sparingly. He was devoting all his attention to avoiding the giant chunks of rock, and knew that any distraction could send them careening into an asteroid. He had hardly even blinked since flying into the field.

Slippy gulped nervously. He had no desire to see how close they came to each and every asteroid, but also didn't want to be tinkering at the jets and not know if they were about to blow up. He finally mustered the courage to get up and wobble out of the cockpit. "I'm going to die," he muttered to himself. "I'm going to die this time, I know it..."

Falco dove towards one of the larger planetesimals, then pulled up sharply. From that close, he could see just about every detail of the porous surface of the giant rock.

"You're flying like a madman!" Krystal cried, flinching as an asteroid scraped the top of the _Eagle_, making a hideous shriek of metal against rock.

"I always fly like this! Just trust me, I know what I'm doing!" Falco said. A laser blast from a Venomian starfighter seared past the hull of the freighter, blasting an asteroid into tiny particles of rock and dust. Falco flinched as some of the larger chunks of debris smashed into the windscreen of the ship. The reinforced glass was strong, but Falco was amazed that it hadn't been cracked.

"Captain, what exactly is your plan?" ROB asked, swiveling his head towards Falco.

"Hurt _them_ enough that they stop chasing _us_," Falco snapped.

ROB glanced at a small radar screen on the control board of the _Eagle_. "It appears that the Venomian star cruiser's shields are shrugging off many of the asteroid bombardments," he said.

Falco grimaced. It wasn't working. "Well I guess we'll just have to lose them," he muttered. "Everybody hang on tight, I'm going to try and bring us closer to one of the bigger ones," he said.

Krystal was shocked. "Closer?" she cried.

"Yeah, just calm down. I know what I'm doing," he said. He swung the _Eagle_ around and shot off towards one of the larger asteroids, flying above its craggy surface. He squinted through the windscreen as though looking for something. At last he said, "There. That's a good spot."

Before Krystal or ROB could ask what he was going to do, Falco dived the _Eagle_ down towards the asteroid, with apparently no intention of pulling up. They were just meters from colliding with it when Falco nudged the control yoke slightly, slipping the _Eagle_ into a deep, dark crack in the rock. He flew down into the gash in the asteroid until the stars were mere pinpoints of light, then landed the ship softly in the darkness.

Falco sat back in the pilot's seat and whistled. "Hell of a ride, huh?" he chuckled.

ROB and Krystal just stared at him, open mouthed.


	6. Alagrin of Cerinia

_Author's Note:_ Sorry for another long wait, but here's the next chapter! I hope you enjoy reading it, I had fun typing it... even though it took a while.

------------------

Fox powered down the small hyperspeed jets in his Arwing, slowing the tiny craft drastically. The glowing field of energy that was slipspace faded slowly outside his cockpit, revealing the planet Zoness.

Fox had never been to the watery planet before. He had come close about the time when he first joined the Cornerian Rebellion– Falco had guided the _Eagle's Eye _there to refuel his ship, only to find a the massive Venomian flagship instead. Fox had just been a wide-eyed farm boy, fresh off his desert home of Katina.

Although he couldn't remember what Zoness had looked like three years ago, Fox certainly didn't like the look of it now. The once glittering surface was gray and polluted, with yellow steam curling up from its acidic waters and engine residue bubbling on the surface. The Andross empire used the once beautiful planet as a giant waste disposal site. It was a shame, really. Fox had heard such fantastical stories about its vacationing islands when he was just a young boy on Katina.

"Well, here we go," Fox muttered to himself. _I just hope I can manage to find that Alagrin guy on this cesspool of a planet. Or any other living thing_, he thought.

He closed his eyes and drew in a deep breath, trying to think of what Peppy would say.

__

Be calm. Push away your doubts, and try to feel where he is. Your father could do it, so can you...

Fox opened his eyelids. For a moment, he thought he could almost hear Peppy speaking to him. Then he shook his head clear. Peppy was gone, that was impossible. But then what had he seen as he lay dying on Fichina? Why had he come here?

_Shut up_, Fox told himself. _I came here because I knew it was right. Because... oh hell, I don't even know. But I know I'm doing the right thing._Then Fox felt it, like a gust of cool air blowing his way on a hot day. Guiding his ship towards the area he had sensed, Fox unlocked the flight stabilizers of his Arwing for more freedom of movement. Finally he penetrated the atmosphere with a small shudder of his ship.

_Traveling through the thermosphere... almost there... now the mesosphere, _Fox thought. But as he passed through the stratosphere and into the troposphere, his view became horribly obscured by the thick mists and clouds hanging in the air.

"Geez," Fox grunted, flipping on the large headlight on the underside of his Arwing. The bright beam of light broke through a few meters of the mist, but was stifled by the overwhelming distance that the vapor stretched down towards the surface of Zoness.

Fox drastically slowed his Arwing, preparing for the worst. He extended his landing gear and attempted to level his craft out, but had no frame of reference for what level _was_. The fighter shuddered and bucked violently, until finally Fox lurched forward in the cockpit, slamming his forehead against the windshield.

Fox blinked, dazed. Even with his helmet on, the impact had left him confused and disoriented. He just hoped that his Arwing hadn't joined the pile of scrapped fighters on Zoness.

After regaining his bearings, Fox pressed a button on the control panel of his Arwing to pop the cockpit open. The gears attached to the windshield made a low humming noise, then cut out altogether. Fox cursed and placed his hands on the bottom of the glass, pushing with all his strength. With his help, the gears lifted the windscreen just enough for Fox to climb out into the nose of the Arwing.

"Stars," Fox muttered, grimacing down at his ship.

Luckily, he had crash landed in one of the swampy areas surrounding the islands, and was just close enough to land that he could make a running leap over the waters. The nose of his Arwing was sinking steadily into the water, and his engine thrusters were completely clogged with muck.

_I'm going to have to get my stuff out of this ship pretty fast_, Fox thought to himself. After prying the cockpit open the rest of the way, Fox dragged a few supply kits out and tossed them to the relative dryness of the shore. He pulled out a few more boxes of supplies, including food rations and a portable shelter, before observing the distance between his fighter and the shore. It was a long jump, even for him. Fox leaned over and touched the water with his fingertips. It didn't feel dangerous. Just stunk to high heaven.

Fox decided to wade through the water to shore, just to save himself the personal embarrassment of slipping if he jumped incorrectly. The water was lukewarm, in contrast to the stories he had heard of it being cool and refreshing. No sooner had he stepped out onto shore, his boots squelching noisily, did his Arwing gurgle and sink into the water even more.

"Great," Fox muttered, putting his hands on his hips. He glanced around, observing his environment. It appeared as though he had crashed near a long strip of islands, with murky water surrounding them and the green mists hanging in the air not twelve meters above him.

_Well, I guess I might as well get settled_, Fox thought, looking down at his flight jumpsuit, which was now coated with a thin layer of muck from being in the water.

Fifteen minutes later, Fox had shed his green jumpsuit and changed into his rebel officer's uniform, consisting of light brown trousers, a gray long sleeved T-shirt, and a cream colored flight jacket. He dragged his belongings up shore, beyond the tree line and into a darkened forest. Although he couldn't see Solar through the thick clouds and steam, he guessed that it was evening and that he should be trying to set up his shelter soon.

He glanced around the forest, cowering under it and marveling it at the same time. It gave him a strange feeling, almost of nostalgia. There was definitely something familiar about the place, as though he had been there before.

Fox was glad to learn that his food rations had stayed completely dry, along with his water. He was smart enough to know that drinking the water of Zoness was a bad idea. As he set up his small camp, Fox began to feel lonely. He wished he had Krystal, or Falco, or Slippy to talk to. Heck, even ROB would be better than nobody. But Fox knew that they were miles and miles away, probably running for their lives along with the other rebels.

After he has raised his small tent, Fox crawled inside and opened up a package of food rations. Inside were two hunks of cram, a type of flatbread used by field soldiers; a green sludge that was supposed to have enough protein for one day; and some sort of vegetable that Fox never could identify. It was edible though.

Fox tried to sleep, but found it very difficult. He figured he heard noises outside his tent, of things crawling through the sludge and mud, grunting to one another, bugs buzzing over the pollution, or creatures calling out to each other. At one moment he crawled outside and shined a small penlight around to try and catch a glimpse of the source of the noise. He had immediately withdrawn back into the tent when the light reflected half a dozen glowing eyes staring back at him.

The next morning Fox decided to begin his search. Packing a few ration packs into a knapsack and praying that no animals would desecrate his camp while he was gone, fox set off through the gloomy forest in search of Alagrin.

During his trek, Fox noticed quite a few things about the land. For one, the "grass" on the forest floor wasn't really grass at all, just a thin layer of moss. The soil wasn't even soil, just scraps of metal and congealed motor oil. There were more than a few times when Fox got his foot snagged on a wire looping up through the moss, or had a still-twitching battle android hand try to grab hold of his boot.

As for finding Alagrin, Fox tried his best. When he felt lost he would close his eyes and take a deep breath, reaching out to the forest itself. The vines and trees would hiss in a warm, stale wind, and Fox would follow the wind. He felt it was the right thing to do.

But still, after half a day of searching, Fox found absolutely nothing. He began to lose patience after a while, throwing his knapsack into the dirt and sighing. "Great, I follow a hallucination to this place and get my ship stuck in the water. I don't even know if I'm at the right part of the planet, or even if this Alagrin guy exists," he growled.

Fox sat down on the damp earth, opening his knapsack and pulling out a ration packet. "Still," he muttered to himself, "I can't shake the felling that I've been here before. I know it's weird, but I feel... I feel like... I don't know..."

"Like what?"

The voice practically made Fox jump out of his own skin. He dropped the ration packet and whirled around, drawing his blaster from its holster and aiming it at the creature that had spoken.

The little blue turtle shrieked and fell backwards off the tree branch it was sitting on, tucking its arms, legs, and head into its shell before it hit the ground.

"Like someone's watching me," Fox said darkly, scowling at the blue shell. Two tiny, gleaming eyes appeared in the darkness, blinking at him.

"You can put that away, son, I mean no harm!" a high, pleasant voice floated out from the shell. Two pale blue legs extended from the shell, followed by two arms, then a head. "I was just curious..."

Fox glared at the turtle, a bit put off by its pleasant voice, but still ready for anything sneaky. "Curious about what?" he asked.

"Why you are here! Seldom do visitors come to my little planet!" the turtle exclaimed. It got up onto its two stubby legs and waddled forward tentatively, its eyes still glued to Fox's blaster.

Fox slowly lowered his weapon, but didn't return it to its holster. "I'm... I'm looking for somebody," he said, wondering why he was bothering telling this little creature why he had come to Zoness.

The turtle laughed, its voice rising to a high, bell-like jingle. "Looking? But you have found someone now, hm?" he asked, grinning at Fox.

Fox blinked. "Right," he said slowly. He felt no danger from this little creature. In fact, it made him feel safe and pleasant, as though perhaps every inhabitant of Zoness were as peaceful as this little turtle. He thought about it for a moment, then holstered his blaster.

The turtle waddled forward, plopping itself down in the dirt next to Fox and smiling around at the camp. "Nobody comes down here, no, not anymore. They think this place is polluted and smelly! They can't appreciate it for what it really is!" the turtle cried.

Fox grimaced at his surroundings. He didn't blame anyone for not visiting it any longer. It _was_ polluted and smelly, although he didn't say so. He turned back to the turtle to see that it was glaring at him, its beady little eyes narrowed.

"_You_ think it is polluted and smelly too, hm?" he asked, pointing one of its stubby little fingers at him accusingly.

"What? No, not at all!" Fox lied, frowning.

"Yes you do! I can tell when people lie!" the turtle said. Then it shook its head and hobbled over to one of Fox's supply bags. "This is your home, see? I do not feel ill towards it! You need it to live! I need _my_ home to live," it said.

"Look, I'm sorry if I offended you, but– hey!" Fox cried, jumping up as the little turtle began rummaging through his supply bags.

The creature hummed softly to itself, then brought out a small penlight, a smile appearing on its creased face as the light turned on. "Ah! Shiny!" it cried, holding the penlight up for Fox to see. Fox tried to grab it, but the turtle pulled away, clutching the light to its chest.

Fox sighed. "Look, unless you can help me find who I'm looking for, I need you to leave me alone. You're making a mess out of my things..." he said.

"Ah! Help, yes, yes! Who do you search for, hm?" asked the little turtle, its eyes brightening.

Fox laughed. "I don't think someone like you could help me. I'm looking for a great warrior–"

"Great warrior? Hah! Wars do not make men great," the turtle said, shaking his head slowly.

"That's a uh... interesting way of looking at things," Fox said slowly. He tried to take the penlight away from the turtle, but the little blue creature retreated, frowning.

"Mine! Or I will not help you find your friend!" it said insistently.

Fox was beginning to get fed up with the little turtle. "I'm not looking for a friend, I'm looking for a Cerinian survivor, now give me my light back!" he cried.

The turtle gasped, its eyes widening. "Oh! Cerinian? Alagrin, you seek Alagrin, don't you?" it cried.

Fox blinked in wonder. "What– you know him?" he asked in surprise.

"Yes, yes! I can take you to him! Help you, like I said!" the turtle smiled.

Fox laughed in relief. "Well geez, why didn't you say so? Let's go, I've been looking for him all day!" he cried.

"Yes, yes, yes, but we must eat first! For Alagrin must be hungry too, will be cranky if we meet him on an empty stomach!" the turtle cried. It laughed again and scurried away from the camp, waving the light above its head. "Come, come!" the turtle cried back to Fox.

Fox hesitated, then followed after the bobbing light the creature was holding. He hoped he could find his camp again.

***

"Look, I don't see why we can't go visit Alagrin now," Fox protested as the turtle handed him a steaming bowl of... well, something Fox couldn't quite identify. He sniffed it, then took a small bite with the wooden spoon the turtle gave him. He blinked, pleasantly surprised by the taste of the unfamiliar concoction.

"Patience, patience! We must eat first, find him later!" the turtle said, still smiling. It had taken Fox back to its small hut, built of small mud bricks and scraps of metal. The interior was very plain, dry, and cozy. The opposite of the rest of the area outside, which was drenched with acidic rain from a storm.

Fox shifted himself towards the open fireplace, moving with difficulty in the cramped quarters inside the hut. "How far is Alagrin anyway? How long will it take us to find him?" he asked curiously, eager to meet the Cerinian survivor.

"Not far, not far at all," the turtle replied, serving itself from the pot of food over the fireplace. He sniffed the food, then tasted it. "Mmm, good food. Yes?" he asked Fox. Fox nodded.

"So," the turtle said, sitting cross-legged next to Fox, "why you wish to learn from Alagrin?"

Fox shrugged. "Well, mostly because of my father and old mentor, Peppy Hare. He said that my father had... some kind of power, I guess. And that maybe Alagrin could teach me how to use that power," he said.

"Ha! Peppy Hare and James McCloud! Great pilots, they were! Daring and brave!" the turtle laughed.

Fox blinked, his spoon half raised to his mouth. "You... you knew them?" he asked. Then he laughed. "No, you couldn't have known them, you don't even know me!"

The creature just stared at its bowl, poking at its food. "Eat," it said.

Fox gritted his teeth. "Look, can you please just tell me where Alagrin is, and I can find him myself?" he asked, beginning to get upset.

"Patience," the turtle replied, not looking up.

"You already said that! We're wasting our time here!" Fox shouted, unable to keep his anger in check. He immediately felt regret for his outburst and was about to apologize when he heard the turtle speak in a low voice.

"I cannot teach this boy. He has no patience. His vision is clouded by anger," it said. But it wasn't speaking to Fox. It was staring at an unseen apparition in front of it.

"_He will learn. That's why you are here to teach him_," whispered a voice, sounding as though it were coming from every direction at once.

Fox's ears perked up at the sound of the voice. "Peppy! Is that you?" he cried. Then he looked back at the turtle in wonder, his green eyes wide. "You!" he cried. "You're Alagrin!"

Alagrin, the little blue turtle, scowled at Fox. "You are too angry. I cannot teach you," he said, jabbing a finger at Fox.

"_Please, Alagrin. He is our last hope_," whispered the bodiless voice of Peppy.

"He is not ready," said Alagrin stiffly.

"Yes I am! I'm ready! Peppy, please tell him that I'm ready!" Fox said, looking around as though he may be able to see Peppy if he squinted hard enough.

"Oh really? How do you know if you are ready? I have trained people to harness the power of the mind for over a hundred years! What you know of ready? I have watched you for a long time, craving adventure, craving excitement. Never was your mind on where you were, or what you were doing! You, my friend, are reckless!" Alagrin accused.

Fox looked down, knowing it wa true.

"_Were any of your other pupils different?_" asked the voice of Peppy.

Alagrin grimaced at the unseen Peppy. "Will he finish what he begins?" he asked softly.

Fox detected a hint of softness in the little creature's voice. "I'm not afraid," he said, making his voice as strong and resonant as possible.

Alagrin chuckled grimly, turning to face Fox. "Not afraid?" he asked. "Oh, you will be, young Fox McCloud. You will be."


	7. Superficial Safety

The captain of the Venomian star cruiser grimaced distastefully at the line of figures standing up on the command bridge. He leaned down towards an officer and muttered into his ear, "Bounty hunters? What was Lord Cain thinking, bringing their scum aboard my ship?"

A low growl from above him made the captain look up. Staring down at him from the command deck was a tall, gray wolf with a bushy tail and a white stripe running from his forehead to the back of his skull.

Wolf O'Donnell flashed the captain a sharp-toothed grin, the electronic eye fused to the left side of his face glinting.

The captain gulped nervously.

Wolf jerked his shaggy head back up, becoming stiff as Cain stalked past him and the line of other bounty hunters, including Panther Corosa, Pigma Dengar, Andrew Oikonny, and a battle-scarred war android named RED.

"... The reward for the one who finds Falco Lombardi and the _Eagle's Eye_ will be... substantial," continued Cain. But then he added, "So long as they are both brought back to me in one piece. _No_ disintegrations." He stopped and turned his helmeted head towards Wolf, as if speaking to him specifically.

Wolf's mouth curled into a sneer. "As you wish," he said almost under his breath. The leader of Star Wolf had disbanded his team of mercenaries for this particular hunt, viewing it as good sport for the team.

"You may use any methods necessary for capture, however. I am putting my trust and faith in you. _Do not_ make me believe I misplaced it," Cain warned. Once again, he seemed to be speaking to Wolf directly, knowing that he was the most fearsome and notorious of them all.

Cain dismissed the other bounty hunters, but Wolf lingered, feeling as though Cain still wanted him. When the others were gone, Cain approached O'Donnell.

"I called you here because of my own men's incompetence. If you prove to be just as useless, I will kill you," growled Cain to Wolf.

O'Donnell stared at him, undaunted. "Don't worry, _sir_. I'll get you Lombardi."

Cain nodded slowly. "You had better be a man of your word," he said.

***

A rumble. The ground shook. Falco had to grip the control board of the _Eagle_ once again to keep from slipping out of the pilot's seat and crashing to the floor.

Krystal swivelled aimlessly in the copilot's seat, gazing at the eerie lighting in the cockpit from the flashing buttons on the control board. "So how much longer?" she asked Falco.

"Not much," the blue bird replied, resting his chin on one fist and propping his feet up on the control board.

They had been hiding in the darkened cave in the asteroid for hours now, waiting for the empire to give up their search and go away. But the imperials were persistent, and were certainly not stupid. They had sent squadrons of Venomian bombers out to drop smart bombs on asteroids surrounding the area where the _Eagle _had disappeared in an attempt to scare them out of hiding. Krystal wasn't worried, however. The cave gave them enough shelter to protect them from most, if not all, of the bombardments.

Krystal glanced at ROB, surprised to find that she wished he was actually on. Anyone's voice would be soothing to hear in a situation like this, even ROB's. But the android had plugged himself into the _Eagle's_ extensive power supply for recharging, claiming that he had used up much of his battery power during their flee through the asteroid field. He wouldn't be doing anything until he completed his recharging or someone unplugged him.

Falco sighed and removed his feet from the control panel. "I think I'm going to go check on Slippy," he said, then got up and walked out of the cockpit.

Krystal nodded slowly and shifted into the pilot's seat, which was padded and more comfortable than the copilot's seat. Her thoughts strayed to Fox and the rest of the rebel fleet. Had they escaped safely? Where were they now? She closed her eyes, trying to reach out and call to Fox with her mind. They had developed a sort of mental connection over the years, where they could sense each other and often reflected each other's emotions.

She felt her mind pressing beyond the boundaries of the cave, probing past the asteroid field and into the Lylat System. But as hard as she tried, she couldn't reach Fox. She could feel him, of course– a warm, soothing presence that was almost always with her– but she couldn't reach him beyond that.

_Well, at least I know that he's alive and alright_, Krystal thought to herself.

Krystal's eyes shot open as a sound came from outside. She frowned, leaning towards the windshield. She could see something in the dim lights of the _Eagle_, something grayish-white and slithering around outside. She tried to psychically reach it, but nothing but a dull mental hum came back to her.

Then a long, pale, slimy thing crept across the windshield, tiny suction cups on its underside pressing against the glass. A bulbous, round, brown and black head stared down at her. Then the head split into four sections, revealing row after row of razor-sharp teeth.

Krystal screamed and leapt backwards, almost tripping over ROB. But when she looked back at the dark windshield, the wormlike creature had disappeared. Krystal stood there for a few moments, catching her breath, then turned and began hurrying in the direction Falco had gone. She rounded a corner and ran right into the bird, almost tripping both of them.

"What happened?" Falco asked, frowning. Slippy stood behind him, carrying a wrench and blinking nervously.

"There's something out there! It crawled over the windshield– some kind of worm thing!" Krystal cried. The fact that she couldn't reach its mind deeply disturbed her. Most creatures had slight thoughts or emotions, or _anything_.

Falco looked grim. "We'd better check it out, if we can," he muttered. He lead Krystal and Slippy into the cockpit of the _Eagle_ and glanced out the windshield, looking for any sign of the creature Krystal had seen.

"I don't see anything," said Slippy slowly.

Falco glanced at the control panel. "Sensors show that it's actually warm enough out there for us to go outside the ship. That's good," he said. He reached under the control panel and opened a small slot, pulling out three compact oxygen masks and tossing one each to Krystal and Slippy.

"You're not actually suggesting going out there, are you?" asked Krystal, bewildered.

Falco shrugged and situated his oxygen mask over his face. "How else are we going to find out what you saw? Come on, you'll need your blaster," he said. He pulled his blaster out of its holster and headed out of the cockpit of the ship. After Krystal and Slippy had each situated their masks over their faces and retrieved their blasters, Falco extended the entry ramp of the _Eagle_ and they all filed out into the darkness.

"Stars, the air is so moist out here!" gasped Krystal in shock. Their ankles were wreathed in something that appeared to be steam, and she thought she felt a slight, warm breeze blowing through the cave.

"Stay on guard," warned Falco, holding his blaster out in front of him. He took a step forward, then blinked down at the floor of the tunnel. "What the hell...?"

"What's wrong?" asked Slippy, gripping his blaster.

"The floor, check it out! It doesn't feel like any kind of rock," Falco muttered. He stamped his foot against the ground again, and a soft _squelching_ sound echoed through the darkness.

As they talked, Krystal closed her eyes and tried to reach out to the creatures again to discover how many there were. At length she opened her eyes. "There are at least six of them," she said nervously.

No sooner had she said that, one of the pale, wormlike things shot out of the darkness, slithering past Slippy and up onto the hull of the _Eagle_. Slippy shrieked and aimed at it, but before he could fire Falco blasted the worm off of his ship. The worm squealed in pain and dropped to the misty floor, its body shriveling and curling up.

"What is it?" Krystal cried.

Falco stepped forward and toed the giant worm softly. "Yep. Just what I thought. Rynids," he said grimly.

"What are Rynids?" asked Slippy, inching away from the darkness and back towards the freighter.

"Parasites. They must have sensed the electricity in the _Eagle _and decided it'd make a good snack," Falco said. He glanced around, frowning. "Weird that they're in a cave on an asteroid..."

A sharp _hiss _came from the darkness and two more Rynids lurched into the light, one lunging for Slippy and another scuttling up the entry ramp of the _Eagle_.

Krystal whirled around and instinctively brought her blaster up, sinking two sizzling bolts of energy into the Rynid that was attempting to climb into the ship.

Slippy shot wildly at the worm that leapt at him, blasting its head apart with one bolt while the other shot zipped into the far wall and blew away some of the rock.

The ground trembled, and a deep rumble shook the walls of the tunnel.

"What was that? Another bomb dropping?" Krystal asked.

Falco looked around at the cave curiously. "Wait a minute," he muttered, looking at the misty floor one more time. He took a few steps forward, then aimed his blaster at the floor and fired.

Another rumble, louder this time. The tunnel began to shake and vibrate, nearly throwing Krystal off her feet. "What _is_ that?" she cried.

Falco stumbled towards the entry hatch of the _Eagle_, holstering his blaster as he went. "We have to get out of here," he cried, hurrying into the ship. Krystal and Slippy staggered into the freighter after him, shutting the exit behind them.

"What's going on? What is this?" asked Slippy, his bulbous eyes wide with fear as Falco pushed ROB out of the way and sat down in the pilot's seat, powering up the ship.

"No time to talk, we have to get moving," Falco said quickly, thumbing the ignition button. The _Eagle_ roared to life and quickly lifted off of the floor, its landing gear retracting. Falco slammed the control yoke forward and the freighter shot towards the yawning exit of the cave. At least it was yawning at first. As they approached, the space became smaller and smaller.

"The cave is collapsing!" cried Krystal, pointing to the wall of stalagmites and stalactites that was beginning to close off the exit.

"This isn't a cave," Falco muttered. He twisted the _Eagle_ to the side as the freighter neared the tiny gaps between the stalactites and stalagmites, barely squeezing through. The _Eagle _zipped out into space, followed quickly by a monstrous space slug, desperate to reclaim its lost meal. The slug's jaws snapped shut just behind the thrusters of the _Eagle_, and the ship shot off into the asteroid field again. The slug glared at it with its beady little eyes before grudgingly retracting back into its hiding spot.

They had narrowly escaped being eaten alive by a monstrous space creature, but now Falco, Krystal, and Slippy had even bigger problems to deal with. Namely, the gargantuan Venomian cruiser that caught sight of them almost immediately.

No sooner had the pursuit began again did ROB awaken from his recharging slumber, his eyes flickering alight again. As soon as the android caught sight of the giant asteroids wheeling about outside the cockpit, he screamed. "Ah! Where are we? How are we back in the asteroid field?" he shouted.

"We had a little problem with our hiding spot," muttered Falco, dodging a laser blast from the Venomian cruiser.

"Captain, the odds of our escaping are at least one million seven hundred thousand–"

"Shut him up or shut him down!" Falco shouted, banking left to avoid a large asteroid as it came hurtling towards them. It spun towards the vast Venomian star cruiser, glancing off its hull harmlessly.

They spun and dove through the sea of floating rocks and metal, at times trying to trick the enemy star cruiser into crashing into some of the larger asteroids and at other times simply shooting forward as fast as the _Eagle _could manage when they were in an open area. Flak peppered the windshield of the freighter as the star cruiser behind them blasted a nearby asteroid into dozens of tiny particles.

Suddenly ROB cried out, excited. "My sensors indicate that the asteroids are thinning. I believe we have made it through!" he blared.

Slippy and Krystal let out relieved sighs, but Falco just grimaced.

"That'll make it harder to escape," the bird said slowly. Another laser blast rocked the ship, and Falco fought to correct its angle.

Slippy glanced at a flashing light on the control board. "Falco, we've lost out rear deflector shields! One more direct hit on the back and we're through!" he cried.

Falco sat there for a moment, and then, making a spur-of-the-moment decision, said, "I'm turning her around."

"What?" Slippy and Krystal shouted simultaneously.

"Captain, the odds of surviving an assault on a Venomian star cruiser are–"

"Shut up!" Falco roared at ROB, flipping the _Eagle _around agilely and flying straight towards the massive enemy ship. The freighter bobbed and weaved through the air, avoiding numerous laser blasts and flak bursts.

Onboard the Venomian cruiser, the captain and his mate could scarcely believe their eyes.

"They're moving into attack position! Shields up!" cried the captain, watching in amazement as the tiny freighter sped across the hull, flying right for the bridge. Alarms went off all throughout the command deck.

The _Eagle _shot forward, its shadow overtaking the captain's view of space. Everyone in the command deck cried out in horror and ducked to the ground, anticipating instant death–

But it never came. All was silent and calm. Everyone slowly rose to their feet.

"Where are they?" asked the captain in confusion.

"Checking radar now, sir. They... they seem to have disappeared," blinked one of the men monitoring the radar screens.

The captain was bewildered. "Impossible, a ship that small couldn't have a cloaking device! Check the screens again, everyone!" he bellowed, panicking at the thought of Lord Cain's wrath when he discovered that they had lost the _Eagle_.

The tracking monitor checked the radar screens again. "Nothing, captain. I'm sorry," he said slowly.

The captain was hardly able to keep his composure. "Very well," he said slowly, clearing his throat. "I will... inform Lord Cain that the ship has disappeared. I take all responsibility for our failure." And with that he turned and exited the command deck, sweating profusely.

Outside, latched to the hull of the Venomian star cruiser, was a small, blue and red dot– none other than the _Eagle's Eye_.

"So what now?" asked Krystal, still nervous that they would be discovered.

"Well, they've come out of the asteroid field, and I'm guessing they've just realized that we're gone. If I'm right, they'll dump their excess cargo to reduce the strain on the hyperspeed jets, then make the jump into slipspace to get back to their buddies. We detatch and float away with the junk before they fly off, then head out on our way when they're gone," explained Falco. He leaned forward as the back of the shuttle began to creak. "And here we go," he said slowly, watching as innumerable chunks of twisted metal and waste were ejected from a back hatch on the star cruiser. He pulled a lever on the control board, and the _Eagle _quickly detached from the enemy ship and floated away with the junk.

The Venomian star cruiser rumbled, then shot away in a streak of indigo light, leaving the _Eagle_ to fly away.

Krystal grinned and put a hand on Falco's shoulder as he guided the freighter out of the ejected waste, flying away towards the distant orb of Corneria.

"You have your moments," the blue vixen admitted. "Not many, but you have them."

But as the _Eagle's Eye _soared away, its passengers failed to notice a tiny dot of light following it. The dot slowly crept out of the floating space debris, revealing itself to be a black and red starfighter with a dark, tinted cockpit windshield.

Wolf O'Donnell guided the _Wolfen _after his prey, scanning the distant ship with his electronic eye.

_Name: Eagle's Eye_Wolf smiled to himself. "I've got you, Lombardi," he whispered softly, following the _Eagle _to its destination.

Classification: Star Freighter

Captain: Lombardi, Falco


	8. A Dark Vision

The following morning, Alagrin and Fox stood out on a large cliff that Fox assumed was once a piece of a ship's hull, now buried under the dirt and grime.

"Tell me, Fox, do you feel responsible for the death of Peppy Hare?" asked Alagrin, turning his wrinkled little head towards Fox.

Fox didn't look at the turtle, instead thinking back to the day three years earlier when Peppy had sacrificed himself so that Fox, Falco, and Krystal could escape from Cain. "A little. I feel angrier at Cain, though," he said after a while.

Alagrin nodded, but Fox couldn't discern whether the nod was of understanding, disappointment, or merely acknowledgment. They stood there for at least ten minutes, enjoying the fresh morning air before the hot afternoon winds blew the stench of the polluted sea inland. Finally Alagrin broke the silence. "Must correct this," he said.

Fox blinked at him. "What?" he asked.

"Anger clouds judgement. Guilt weakens willpower. Before you begin training, meditation is necessary," Alagrin replied. Then he nodded at Fox. "Sit," he said.

Fox obeyed, sitting cross-legged in the dirt. He frowned at Alagrin as the little turtle began hobbling away. "Where are you going?" he asked.

Alagrin didn't turn back. "Clean house, cook, repair. Much work must be done. You meditate. I shall find you when I know you are ready," he said.

Fox stared as the little psychic master disappeared into the fog. After a moment he turned and looked out across the forest, then closed his eyes. Fox checked his breathing, straightened his back, and began his meditation.

At first it was difficult. The ground was uncomfortable and the air was thick, giving him a hard time concentrating. But after a while, hours perhaps, nothing seemed to matter anymore.

Visions of memories danced in front of Fox's closed eyes, some even that he didn't remember. He caught a brief glimpse of a hairy face, shadowed under a hood, reaching out and handing an infant Fox over to another large figure. Fox looked up at the two foxes that he had been handed to, recognizing them as his Aunt Angela and Uncle Michael, and the purple evening sky of Katina behind them. He turned back to the hooded figure and caught a glimpse– nothing more than a brief peek– at the face. It was Peppy Hare.

The colors blurred together and seemed to spiral away as though they were being drained from a sink, and then a new image came up. This wasn't one of his memories, however. This was an image of a large, cerulean blue planet glimmering in space. Snow-capped mountains dotted its surface, and the light of Solar glimmered of its oceans. And then, suddenly, it imploded, the gargantuan hunks of debris scattering into space. It was as though the entire planet had been a ticking bomb, and the timer had counted down to zero. Then Fox saw with horror a large, hulking starship roar away from the space rubble. The Venomian starship. This was planet Cerinia, Krystal's home. Then was this a memory of Krystal's, or Alagrin's?

The memory went blank, as though it was shoved out of Fox's head by an outside force. Then another faded into view, showing two lone figures standing on a catwalk suspended over rivers of flame and boiling lava. Fox couldn't see who they were through the clouds of smoke, but he could see white flashes of light through the darkness, and the bright beams of two energy swords clashing together. Then the image dissolved into that of Peppy and Cain standing in the Venomian flagship's hangar, reigning blow after blow down on each other with their energy swords. Peppy faltered, stepping back and deactivating his weapon, and Cain sprang forward to end his life. It was all Fox could do to push away the hot bite of hate that accompanied the memory.

Now he was sitting in the cockpit of his Arwing, watching in horror as the Andross Empire invaded the Cornerian Rebellion's base on Fortuna. Cornerian shuttles attempted to take off, but were blasted out of the sky by laser beams. Venomian starfighters zipped over the beautiful temples, dropping bombs and destroying the beautiful forests. Fox was about to reach for the controls of the Arwing to help the shuttles escape, but the memory faded before he could.

Fox slowly opened his eyes to find the dim glow of Solar shining through the haze in the sky. It was mid afternoon. Alagrin was standing in front of him, leaning calmly on a short wooden cane.

"You remember much," said Alagrin. It was a statement, not a question.

Fox nodded.

"You still feel guilt and anger?"

Fox blinked, thinking back to Peppy's death. Had he distracted the rabbit, or had Peppy sacrificed himself to save Fox? Had there really been no other way? At length, Fox looked at Alagrin and shook his head no.

Alagrin nodded and motioned for Fox to stand up. "Good. I had thought so," he said, beginning to lead Fox back towards his mud house.

Fox became uncomfortably aware of how hungry he was. "How long had I been meditating?" he asked Alagrin casually.

"Three days."

Fox gaped at the turtle. "Three days? You're serious?" he asked in amazement.

Alagrin nodded. "You eat. You are hungry. Then we begin your training," he said.

Fox followed Alagrin back to his hut and eagerly accepted the meal that had been cooked. It smelt faintly sour, but tasted sweet and refreshing. "So what do we do now?" Fox asked after he was done, trying not to sound too eager.

"You sweep," Alagrin said simply.

And he did. For a week and a half, Fox simply lived with Alagrin, growing accustomed to his simple lifestyle and sweeping the floor every night before he went to sleep. Fox guessed that it was supposed to teach him discipline. Alagrin neither confirmed or denied this theory.

After a week and three days, Fox began what he assumed was his real training. Every morning, just before the sun rose, Fox would run for an hour through the forest, carrying Alagrin on his back in a small knapsack. Alagrin pushed him onwards, even through dense mud or murky, polluted waters, always striving for Fox to do his best.

After his morning run, Fox would return to the hut to eat breakfast, his first of two daily meals. Usually it was something simple, such as a bowl of berries from Alagrin's small garden. After breakfast, Fox would tend to Alagrin's garden, making sure the plants weren't being eaten by insects or planting seeds in the tiny patch of clean soil.

After this, his morning was over, and his mental training began. Alagrin would order him to sit alone in a darkened room for hours, meditate, or try to reach Krystal with his mind. After he was proficient with this, Alagrin would order him to try and reach someone else. A close friend or relative, perhaps. Fox tried Falco, trying to extend his feelings out to the bird like he had with Krystal. For the first few days he received nothing, but persistence paid off. After almost a week, Fox felt signs of worry and anxiety plaguing Falco, but even that was a good sign. At least he was alive and well.

"Try to read what I think," commanded Alagrin to Fox after he had been there for three weeks.

Fox obeyed. He stared into the turtle's eyes, probing past them into his very being. There wasn't much at first, just a pool of soothing calm. There would perhaps be a few sharp jolts of unexpected worry, but not much more than that.

"Good, good," Alagrin said when Fox told him what he felt. Then the turtle got up and hobbled outside into the darkness. "Sweep," he commanded.

Fox slept on his sleeping roll that he'd retrieved from his old camp, laying it out on Alagrin's floor at night. He was always asleep within seconds of touching it. If he had dreams, he didn't remember them. Alagrin not only taught him how to be at peace with the world around him, but also himself.

For a long time, Fox did little that was physically demanding. In the evenings Alagrin instructed Fox to test his mind– the turtle would hide ten different objects under large leaves and instruct Fox to try and find a specific one with a single try, or he might make him solve arithmetic problems in his head. There were even times when Fox had to stand unmoving and alone for hours, or sleep outside in the darkness of the forest. Fox didn't mind, though. He trusted in Alagrin. That was the most important thing: trust in his mentor.

After his third week living with the Cerinian survivor, Fox received the training that he had sought after his entire stay on Zoness. Telepathy, psychokinesis, telekinesis. Alagrin unlocked Fox's mind, showing him dimensions of the world that he had never dreamed imaginable.

Often during his morning runs, Alagrin had Fox recite simple sentences to him via psychokinesis.

_Mary's blue eyes make Johnny swoon and fall down_, Fox recited to Alagrin for the sixty-fourth time.

_Good, good. You have mastered it. Now say it backwards_, replied Alagrin.

Combat training. Fox expected to learn little in the ways of combat from the tiny Cerinian. How wrong he was. Every evening Fox would leave Alagrin's hut with nothing but his combat uniform, marching out to a wooded glen in the forest where Alagrin had reassembled ancient combat androids with scavenged parts. He would stand just two meters away from them, and, with Alagrin watching from the safety of a tree, try to defeat the androids using nothing but his mind.

At first it was difficult. Fox found himself stunned by the powered-down rays of their blasters almost every time. He would duck and roll, hiding behind trees or leaping into branches, but eventually would run out of options. Telekinesis he found was incredibly difficult to master, as well. Even after a good three weeks of practicing, he could only move small things like pebbles or water droplets.

"Trying too hard, you are trying too hard!" exclaimed Alagrin one time, stamping his foot on the ground when Fox failed to keep a rock suspended in the air for over seventeen seconds.

"What do you mean?" asked Fox, exhausted from the mental strain. He had no idea how Krystal managed to use her telepathy all the time. He was sweating after only an hour of mental communication.

"Relax. Concentrate! Do not strain yourself! Remember your energy sword, in the ice cave? Hm? You were relaxed, and peaceful!" Alagrin scowled.

Fox did recall that. He'd told Alagrin everything about what he'd learned about his mysterious mental powers in his previous adventures. He closed his eyes and extended his hand out to the rock, breathing deeply. He tried to reach out to it and feel its presence, telling its own energy to lift itself in the air. The rock trembled, hovered, and then lifted into the air. Fox swept his hand out towards the murky river of water running through the forest, and the rock followed his motion. With a short _ker-plunk_, he dropped the rock in the water, then turned back to Alagrin.

Alagrin nodded. "Very good," he said.

Yet for all its difficulties, Fox's training never seemed like it wasn't leading him somewhere. He almost never made the same mistakes twice, and caught on quite fast. Alagrin often praised him for this, yet at the same time chided him, letting him know that he could never let himself become arrogant with his abilities.

"I have seen dark things used with your abilities, young Fox. Terrible things. Arrogance is the beginning. Arrogance leads to selfishness. Selfishness leads to greed. Greed leads to evil," Alagrin warned one night as they ate dinner.

"Evil," said Fox slowly, blowing softly on a spoonful of a hot, porridge-like food. "Is that what happened to Cain?" he asked.

Alagrin shot Fox a strange look. He hesitated for a moment, then answered, "Yes."

Fox's training wore on. He became stronger. He became swifter. Alagrin pushed him beyond his previous limits, testing him like he never was tested before. And Fox relished in his training, knowing that at times he would make Alagrin proud or surprised, and loving the sense of self-respect that he received as well. And Fox thought that he had been a skilled warrior after years of training with the Cornerian Rebellion.

It was his battle training. The ancient battle androids swept their laser cannons towards him, blasting full-on. Their shots only hit the dirt Fox had previously been standing on.

One of the androids was thrown backwards by invisible arms, smashing against a tree trunk. Another had its internal circuits suddenly rewired to that it destroyed its own companions. The third was bombarded with dozens of rocks that came flying from nowhere, assailing it like a swarm of killer bees.

After the dust settled, Fox was the only thing left standing.

Alagrin smiled and clapped his wrinkled hands together briefly. "Well done," he said, hopping down from his perch in a tree and sliding down the trunk on his shell. Fox bent down and let Alagrin jump up onto his shoulder, proudly carrying him back to the mud-brick hut.

But as they walked, Fox's smile began to fade. He began to feel strange chill creep past his fur, growing ever stronger as they approached the hut. When they finally were inside, Fox noticed that Alagrin looked grim too. Fox set the little turtle down, but didn't enter the cozy home.

"I feel strange," he said softly.

Alagrin nodded simply.

"It feels cold all of a sudden. What is it?" asked Fox in confusion.

Alagrin turned around slowly, not looking at Fox but past him. Fox turned to look at what Alagrin was seeing, and the mist behind them parted to reveal a black, scraggly looking tree. A dark opening yawned near the roots of the tree, and Fox shivered. It felt as though the cold was coming from inside the tree.

Fox understood. Alagrin didn't have to tell him that he had to enter. This was another test. Fox bent down and reached for his utility belt, which he had left on the ground by the hut. He knew he should trust himself, but he would just bring his blaster just in case... no. He would also bring his energy sword.

"Your weapons," said Alagrin from behind him. "You will not need them."

Fox hesitated, then picked up his belt and buckled it around his waist anyway. He walked towards the tree slowly, feeling as though his breath should be fogging in the air from the cold.

When he reached the base of the tree, Fox crouched low and ducked inside, almost tripping and sliding into a small hole in the ground. Readying himself, Fox sat down on the dirt and slid feet-first inside, landing with a soft _thud_ at the bottom of the hole.

He could hear things moving around in the dark. Slimy, creeping things. He ignored them. Fox stepped forward, peering into the gloom. He thought he could hear something else through the slithering sounds as well. A harsh, metallic rasp.

Fox was about to reach for his energy sword and use it for light when a blackness darker than blackness stepped towards him. Fox's eyes grew wide as the demonic figure approached, the red visor of its helmet flashing in the darkness.

Cain. Somehow, he'd found Fox. But how? And why was he here?

Fox shoved his thoughts aside, pushing away every shred of doubt. He had been waiting for this moment for years, he should be reveling in it, not fearing it.

Gritting his teeth, Fox reached down and snapped his energy sword free of his belt, igniting it and angling it out in front of him. Cain copied him exactly.

Fox blinked. Cain slashed, swinging for his feet. Fox tipped his blade down, deflecting the blow and then aiming to stab Cain through the chest. Cain swatted Fox's energy blade away and raised his own blade high over his head, ready to bring it down in a single, powerful swing.

Fox saw his opening. He cocked his wrists, gathered strength in his legs, and sprang forward, slashing Cain's head from his shoulders with one quick motion.

The body crumpled to the dirt, a last sigh escaping its open esophagus. The head rolled towards Fox's feet, the visor cracked and the neck armor melted.

Fox stared at it for a moment. Had he done this? Was this real? Had he just struck down Andross's feared lieutenant with relative ease?

The armor plating on the helmet hissed, bubbled, and then melted away, putrid fumes rising from the metal. Fox peered through the smoke to see the face of his enemy. He had to have a face. And he did.

It was Fox's face. Blood splashed up across its muzzle, its mouth wide open in shock, and its green eyes staring ahead like some dead fish.

Fox gasped and stepped back, but the moment the vision had appeared, it vanished, fading into the darkness.

Outside Alagrin sat in his hut, calmly humming over a bowl of boiling stew.


	9. No Escape

Five weeks. That was how long it took the _Eagle's Eye _to reach Corneria without its hyperspeed jets. By that time, Falco, Krystal, and Slippy had run out of ration packets and were living off of the moisture that the engine grates collected. ROB was a bit more well off, drawing power from the _Eagle_ whenever he needed a boost.

At times the journey wasn't so bad. But at other times it was agonizingly slow. Sometimes the crew found themselves aimlessly meandering through the corridors, looking for something to do. There was nothing except a battered virtual chessboard for Falco and Krystal to bide their time with, and ship repairs to keep Slippy busy. By the time they reached the capital planet of the Lylat System, the toad had tuned the freighter so acutely that all it needed were a pair of hyperspeed jets and a refueling to be in tiptop shape.

"So who are these people that are going to help us?" asked Krystal often.

Falco never really gave her a straight answer. "People I used to work with," he would sometimes say, or, "Some girl I used to be involved with."

It took Krystal almost half the trip to get Falco to spill the beans about these mystery repairmen.

"Alright, fine, I'll tell you. It's just this gang I used to fly with when I was younger– when I was stupid," he said.

Krystal raised an eyebrow, wondering what Falco meant by "when I was stupid". In her eyes, he still _was _stupid. Stupid and arrogant and even pompous at times– but one of her most powerful allies and, with this recent adventure, a close friend.

Falco noticed her expression and rolled his eyes. "Anyway, they call themselves the Hot Rodders. I used to smuggle illegal weapons with them. Now don't worry, last I heard they'd cleaned up their act and were running a legitimate business on Corneria," he continued.

"And this girl that you were involved with? Who's she?" Krystal asked.

Falco sighed and glanced around at the walls, as if saying her name would suddenly make the _Eagle _break down. "He name's Katt Monroe," he said. "She was like the leader of the little gang."

"You had an affair with her?"

"Well... not _really_. I mean, we had a few moments, but after..." Falco trailed off.

"After what?" Krystal asked suspiciously.

Falco rubbed his eyes. "I kind of stole this ship from her," he said. "I was in a tight spot and needed a ride... I'd planned to return it, but got caught up in other things," he said slowly.

Krystal rolled her eyes. Great. Falco's debts could once again get in the way of their escape.

"I mean, don't worry. That was years ago. I'm sure she's forgotten about it by now," Falco said, smiling sheepishly.

"I hope you're right," muttered Krystal darkly.

Finally, after five agonizing weeks of nonstop flying, they reached Corneria.

It was a beautiful planet, its natural glimmer barely touched by the horrors of the civil war that was tearing the Lylat System apart. Trees still swayed gently in the morning breeze, the light of Solar glimmered brightly off her oceans, and the sky was clear and blue. The occasional city would appear on the horizon, still beautiful but in a much different way, with their steel and glass towers casting imposing shadows across the ground. Neon advertisement lightings lit up the streets, shedding patches of color on the otherwise dull grayness.

Corneria was one of the few places that the Andross Empire didn't have its full grip on. Being so large and so distant from Venom, it was difficult for the empire to keep a steady stream of weapons and supplies to the troops trying to enforce law on the planet. And so Corneria remained free... or at least, relatively free.

The _Eagle_ soared over the rooftops of Corneria City, trying to keep steady as a security fighter escorted it between skyscrapers.

"What is your docking password?" barked the pilot over the radio of the _Eagle_.

Falco was beginning to get fed up with him. "Look, for the last time, I don't _have_ a docking password. I'm trying to reach Hot Rodders Garage. Do you know Katt Monroe? I have business with her!" he cried.

"You may not land without a docking password," said the pilot rigidly.

"Look buddy, I don't want any trouble, but if you don't patch me in to Katt Monroe's radio–"

"Are you threatening me, sir?"

"What? Um... no, I was–"

"A threat against a Cornerian pilot is a crime, sir."

"I wasn't, just patch me in to Katt Monroe–"

_Zak!_ A red-hot laser blast glanced off the deflector shields of the _Eagle_, causing the freighter to wobble violently.

"Woah! Now come on, that wasn't necessary!" Falco shouted angrily.

"You do not order a Cornerian pilot, sir," snapped the pilot.

After almost a half hour of bickering with the man at the other end of the radio, Falco convinced him to contact the Hot Rodders Garage and tell them that there was a Falco Lombardi there to see Katt Monroe. For a moment Krystal thought that they wouldn't be allowed to dock. Then the pilot buzzed them again, and they were permitted to land on the rooftop of a lofty skyscraper decorated with a red sign reading _HR & Co. _Apparently the Hot Rodders business had become more prosperous than even Falco had thought.

"Just follow me, everything's going to be alright," said the blue bird as he extended the entry ramp on the Eagle. He led Krystal, Slippy, and ROB out onto the rooftop, shielding his eyes from the glare of the morning sunlight.

Waiting for them on the roof were three figures: a bulky raccoon, a tall bat, and a short, slender cat with dark gray hair and deep blue eyes. The cat stood firmly, her hands on her hips and a steely glare on her face.

Falco stepped forward with his arms spread wide and a phony grin plastered on his face. "Katt! Baby! It's great to see you after all this time!" he laughed. The feline, Katt Monroe, continued to glare at him.

"Falco Lombardi," she hissed at last, slowly sauntering forward. "I tell you, you've got a hell of a lot of nerve to show up here again."

Falco feigned a look of confusion and hurt. "What?" he asked innocently as Katt stopped only a foot in front of him.

She glared at him for a moment longer, then stepped forward suddenly.

Falco flinched and raised his arms up as though to ward off a blow. But Katt never struck him. Instead she laughed merrily and threw her arms around him, crushing him in a friendly hug.

"Falco, you old bastard! How come I haven't heard from you all this time!" she laughed, stepping back and grinning at the bird.

"Uh..." Falco didn't know what to say. At length he turned to Krystal and motioned towards Katt. "This is, uh... my friend," he said slowly, relieved that Katt had obviously forgiven him.

"Nice to meet you. My name is Krystal," Krystal said pleasantly, extending her hand. She knew it was rude, but she took a peek at Katt's emotions, just to see if she had actually forgiven Falco. There was relief there all right, and happiness too, but something else. Doubt and fear. But then again, Krystal didn't blame her. She herself never felt secure with Falco around.

"Likewise, name's Katt," Katt said, shaking Krystal's hand.

"I'm Slippy," Slippy piped up as Katt took notice of him.

Katt nodded and shook Slippy's hand as well. Then she glanced past the toad and caught sight of ROB, who was standing at the edge of the roof marveling at the city below. "Hey, robot! I'd suggest getting away from there unless you want a shuttle to fly by and knock you off the roof!" Katt called.

ROB looked down at the streets, then hurried back towards the rest of the group, scanning the skies for any stray shuttles.

"Well don't just stand there! Come on, come in!" Katt grinned, motioning for the rebels to follow her into the building. Katt dismissed the raccoon and the bat, then lead the others deeper into the building.

"Nice place you have here," commented Krystal, looking around at the white-washed walls and polished tiling on the floors.

"Yeah, I try to keep it clean," said Katt, nodding.

Falco chuckled, peering into a room where a group of engineers were working on designs for a hover transport. "So, a businesswoman? Wouldn't have expected you to end up like this," he said.

"I know, me neither. I thought I'd be in an imperial holding cell by now," Katt grinned. Then she looked at each of them. "So what brings you guys here? Need a harbor from the Andross Empire or something?" she asked.

Falco scratched his feathered head. "Ah, not really, no. We kind of need repairs," he said.

Katt frowned. "What have you done to my ship this time?" she asked sternly.

"Nothing, nothing! The hyperspeed jets are just shot, and, you know, this was the closest repair center that we could find," Falco said.

"If it's any trouble, we could try to find a different garage for repairs," Krystal cut in.

Katt just shook her head and grinned. "Nah, it's no problem. I can't turn down an old friend. As a matter of fact, you don't even have to pay for it," she said.

Falco blinked. "Wow, great. Thanks, Katt," he said, surprised. She was surprising him more and more with her friendly manner.

"Sure, sure. But it won't take just a few hours, more like a day or two. My workers won't be able to get to it for a while," Katt warned.

"That's fine, as long as you can get it fixed soon. We'll just find a hotel or something in the city," Falco said.

"You can stay here if you want," offered Katt.

Falco and Krystal looked at each other. "Are you sure that wouldn't be a problem?" asked Krystal hesitantly.

"Not at all. I can't stiff an old friend," Katt said.

Falco thought it over for a moment, looking around at the building. It seemed like a very nice place, in a nice city, and on a safe planet. "Why not?" he grinned.

Katt nodded. "Follow me then," she said.

She led them to three large elevators, talking about how their ragtag gang of space pirates had found legitimate work transporting mechanical parts and vehicles to different cities, how they were eventually able to set up a small garage, and how it became prosperous enough to become a corporation. Slippy especially found the talk about the new machines the corporation invented fascinating.

"Excuse me, ma'am, but I have been wondering where a maintenance level for androids are. I could very well live plugged into a simple charging outlet as well as Captain Lombardi and Mistress Krystal could in a suite," said ROB.

Katt looked at ROB in amusement, then pointed down the corridor. "We're on a maintenance level already, just go to the third door on your right and plug yourself in. Some of our workers should come along and clean you up," she said.

"Thank you," said ROB, walking off in the direction Katt had pointed him in as the others entered the elevator. He tottered down the corridor, his metal soles clacking against the tiles loudly, until he reached the darkened room and entered. Inside were control panels and wide power outlets, with a dim orange light illuminating the room. ROB opened up his chest panel and was about to plug himself into one of the outlets when a dark shape moved in the corner.

"Who are you?" barked a voice.

ROB jumped. "Oh–!" He began backing up, his metal hands raised in the air. "I did not mean to intrude, I am recharging myself!"

The shape moved closer, and a small whine of a blaster rifle being powered up reached ROB's audio receptors.

"You will receive no trouble from me– no!" ROB shrieked. A sizzling blaster bolt hit him square in the chest, blasting him back against the wall and blowing his body apart.

***

"So how do you like it?" Katt asked, looking around the large, triple-room that she had granted Falco, Krystal, and Slippy.

"I think it's great! Hey, Krystal, check out this view!" Slippy cried, pressing his face against a large window pane set in one of the walls.

Krystal looked out the window with Slippy, admiring the vast, glimmering city down below. The hovercars driving through the streets seemed to be tiny ants crawling through a giant, steel maze. "Wow," the vixen breathed, awestruck.

"I think it's great, too. Geez! Thanks a lot, Katt!" laughed Falco, plopping down on one of the three beds in the room and staring around. The entire suite had been polished clean, with glimmering white walls and soft, cream colored carpeting. A small bar sat in the corner of the room, with an assortment of free beverages and foods for them to take.

"No problem. Well, whenever you're situated, come on down to the third floor for supper. I'll be waiting for you," Katt said. Then she left the room, leaving the three heroes alone.

Falco clapped his hands together. "Well," he said, looking around the room, "I think we made a good decision in coming here."

Krystal looked a tad skeptical. "It's nice," she said slowly, crossing her arms and leaning against a wall. "But I've got a strange feeling about this place. Like this is all just a false sense of security."

"Aw, don't worry about it," Slippy grinned, hopping up into a seat by the bar and pouring himself a drink. "Nowhere is completely safe. And besides, we're only staying here for about a day," he said, picking up a small nutfruit from a clay bowl on the bar, tossing it into the air, and catching it in midair with his tongue.

"Yeah, I trust Katt. I mean, I wasn't sure how she'd act at first, but I think we're okay now," Falco said, sliding off the bed and walking over to the bar. He poured a drink for both himself and Krystal, and then handed a glass to the blue vixen. "We get here okay, so let's celebrate. Come on," he grinned.

Krystal sighed and took the glass from Falco, taking a small sip. Then she frowned and looked at the liquid. "This tastes familiar," she said slowly. She glanced at the blue bottle it had come from, and blinked with surprise. "This is Cerinian wine," she said slowly. "I thought there was no more left after my planet was destroyed."

Falco held up his glass to her. "Well, it's good. So I guess we should enjoy it while it lasts," he said.

After they had each washed and changed into a fresh set of clothes, provided in the dressers in their triple-suite, Krystal, Falco, and Slippy headed down to the third floor to meet up with Katt. She was waiting for them by the elevator, as she had promised.

"Looks like you're all ready," Katt said. She smirked at Falco, who was dressed in a light green tunic and tan trousers. "Nice set of clothes," she snickered playfully.

"Shut up, it's not my fault there wasn't anything my style up there," Falco scowled. The trousers were a bit too big for him, so he'd brought his belt along with him to hold them up, his blaster still tucked into it securely.

Krystal glanced around, frowning. "Hey, Katt, have you seen ROB around?" she asked.

Katt shrugged. "Your android? Can't say I have. Don't worry, he's probably still being worked on," she said.

They walked through the winding corridors, sometimes having to press against the walls so that the mouse engineers that worked in the building could lug a large piece of machinery past them. Katt would often warn them not to tamper with it or drop it.

"So, Katt, how do you keep this business running without the empire leaning over your shoulder all the time? I'd think that with how big this all is, they'd want you to make them new prototype fighters or walkers," Falco said. He had been pondering the question for a while, but just remembered to ask at that moment.

Katt shrugged. "The Andross Empire doesn't have a very good grip on this side of the system, as you know. We've had a few incidents here and there, but I've managed to drive them off. But we don't have to worry about that any more. I've just made a deal that'll keep Andross out of this corporation for good," she said. She stopped in front of a large blast door leading to the dining hall and opened it.

Falco didn't have time to ask what the deal was. The door slid open, and a black specter rose from its seat at the far end of the long dining table.

Before anyone else even knew what was happening, Falco had whipped his blaster out of its holster and fired two energy bolts at Cain's head.

The dark lieutenant calmly raised a hand and let the blaster bolts sink into his palm harmlessly. "Captain Lombardi, we've been expecting you," he said, lowering his hand and tilting his helmeted head almost coyly.

Krystal and Slippy whirled around in panic, hearing sounds of shuffling feet behind them. The corridor they had come from was packed with at least a dozen imperial shock troopers, all with their blasters trained on the three heroes.

Falco felt the muzzle of a blaster press against the back of his head.

"Long time, no see, Lombardi," hissed the voice of Wolf O'Donnell from behind him.

Falco let his arm go limp and dropped his blaster to the floor, realizing that they were surrounded. Then he slowly turned to Katt, a look of outrage and fury written on his face.

"They got here just before you," Katt said solemnly. "I'm sorry."

Falco looked back at Cain, then glared at Katt again. "Me too," he mumbled softly.


	10. Farewell to Zoness

Fox's arms quaked with strain. Droplets of sweat rolled through the matted fur covering his forehead and dripped down onto the soil below him. He had been poised in the exact same handstand for three hours, using telekinesis to keep himself upright.

"Good, good. Concentrate. Do not let anything distract you," goaded Alagrin. The little turtle was perched on Fox's upside-down heels, murmuring instructions. "Now take one more step," the ancient Cerinian said slowly.

Fox's telekinetic hold on his body was beginning to falter, but he was able to conjure up enough strength for his next task. Barely. He slowly released the pressure on one hand, then on four of his fingers until he was balanced on only one thumb. His legs wobbled.

"Determination! You are two steps away! Stay strong!" commanded Alagrin.

Fox obeyed, remaining upright. He slowly shifted his remaining energy, feeling out with his mind for a large boulder laying a few meters away. It trembled, then began hovering in the air. Fox telekinetically moved it across the mud towards himself, holding it up near his feet so that Alagrin could hop down onto it.

"Very good. Next step. Reach out with your mind to the universe itself. See what has happened, what is happening, what will happen. Look into the future," said Alagrin. The blue turtle wobbled on the rock, but was able to hold himself steady on it.

Fox did as his master told, closing his eyes and shutting all else out. He could have no distractions if he were to complete this final task.

The blackness in his line of vision slowly gave way to thousands of tiny pinpoints of light– stars. They spun and wheeled, making him dizzy.

"Concentrate," Alagrin's voice penetrated into the blackness.

The stars became brighter, gathering into pictures and images. Nothing solid, just faint flashes. And suddenly he sensed his friends emotions, as clearly as though they were his own. Pain. Anguish. Suffering. Something terrible was going to happen to them.

Fox's breaths came in short gasps now. "Krystal," he found himself whispering. He sensed something he had never felt from her before– hopelessness. It was dark and empty and lonely.

Then there was Falco. His pain was more of a physical kind. It came through the darkness clearly, burning into Fox like a white-hot knife blade, before suddenly vanishing into a cold numbness. Was Falco _dead_?

Slippy. Slippy was morose and depressed, not quite hopeless like Krystal, but still quite bleak. The powerful emotional feeling made Fox feel as though someone had punched him in the gut as hard as they could.

Fox trembled. This was too much. He had to go, save his friends. They were in danger, horrible danger.

"Concentra-aaiiee!" Alagrin shrieked as the rock he was standing on plummeted to the ground. Fox's arms finally gave in, and he crashed to the dirt, gasping for air and sweating.

He lay there for a few moments, feeling the cool breeze caress his sweating brow and letting the moisture of the damp earth soak into the back of his shirt. Then he sat up and looked over at Alagrin, who was brushing clumps of dirt off his shell with his stubby little arms. "I saw my friends. In a gigantic city... there were skyscrapers everywhere, and the sky was so blue," he said slowly, as if he was unsure if what he'd seen was correct.

"Corneria City," Alagrin said, nodding.

"They... they were in pain," Fox whispered.

Alagrin frowned at Fox solemnly. "You see the future," he said.

Fox wiped his sweaty forehead with the back of his forearm. "Will they die?" he asked his mentor softly.

Alagrin closed his eyes and took in a deep breath. "Hmm. Difficult to see. The future is always changing," he said after a moment.

Fox was horrified. "I have to go, I have to save them," he said, getting up and dusting himself off.

Alagrin frowned at him. "Not yet have you finished your training. Lord Cain knows your power, he seeks to use you. It is now that you are at your most fragile state. Either direction, could you go. Follow the light path, or take the dark one," he warned.

"I can't just sit here and let them suffer!" Fox cried, ignoring Alagrin's warnings. He picked up his flight jacket and threw it on over his shoulders, then hurried through the forest towards the river where he had crashed his Arwing. He leaped over roots, scrambled between trees, and ducked under old wires crisscrossing between scrap metal jutting up from the ground, until he reached the bubbling, polluted waters.

"Oh, no," Fox muttered. His Arwing was now almost completely submerged. How was he supposed to get it out of there?

"You really seek to leave?"asked Alagrin from behind him. Fox turned to see the little turtle perched atop the rock, levitating himself next to him.

"I have to, master. I'm sorry," Fox said. Then he turned to his Arwing. "But... just look at this mess. How am I supposed to get this out, this is impossible! I'd need a crane or something."

Alagrin scowled. "Have you learned nothing? Everything has its own life! The trees, the rocks, your ship! That is what we do, connect our minds with the lives of everything else! Use this power! Lift your ship from the water yourself!" he cried.

Fox gulped. He wasn't sure about it. "Master Alagrin, lifting rocks is one thing, this is different..."

Alagrin stamped his foot furiously. "No, no! No different! The difference is in your mind! Believe in yourself, and you can do it!" he said.

Fox sighed. "Alright," he said reluctantly, "I'll try."

"No," Alagrin said sternly. "Try not. Do, or do not. There is no try."

Fox looked at Alagrin, then back at his Arwing. _Alright_, he thought. He closed his eyes and raised his hand out towards the fighter, breathing deeply and trying to reach out to it. _It has a life. I have to connect with it, communicate with it. Tell it to pull itself out. Lift out of the water_.

The water hissed and churned, and the Arwing began to slowly reappear from the waters, first its thrusters, then its stabilizers, then its cockpit. Alagrin nodded, staring at it intently. Then the ship stopped. The waters stopped hissing, and the Arwing began trembling. Then it dropped with a loud _splash_ into the waters again, and Fox collapsed.

"I can't," he gasped between breaths. "It's too big."

Alagrin furrowed his wrinkled brow, deeply disappointed. "Look at me," he said, lowering the rock he was levitating on and hopping off so that he was at eye-level with Fox. "Do you judge me by my size? Hm?" he asked.

Fox shook his head, feeling ashamed.

"So forget size. Size matters not. I will not impede you if you want to leave. But I will give you this last test: pull your ship out of the water," Alagrin commanded.

Fox glanced at the Arwing. It was now completely submerged in the water. He didn't even know where it was anymore. Then he scowled at Alagrin and got to his feet. "You're asking me to do something impossible," he said flatly, beginning to feel hopeless. He stormed off, angry and ashamed of himself. How would he ever be able to leave now?

But he stopped when he heard a noise. A gurgling, hissing noise, like a waterfall splashing down a cliff. He slowly turned to see Alagrin standing by the river's edge, stubby paw outstretched and eyes closed, telekinetically lifting the Arwing out of the water.

The river swirled and bubbled as the fighter reappeared, then seemed to part completely. The Arwing lifted into the air and floated over to a dry patch of land by the river's edge, green waters dripping from it. Then it landed with a soft _clunk_, its landing gear still extended from Fox's crash landing.

Fox gaped at the little Cerinian and strode forward, amazed. He dashed over to his Arwing and popped the cockpit open. The interior was completely dry– he had been smart enough to seal it shut before leaving it out in the river. The thrusters only needed to be dried off now, and that would be as simple as igniting the engine. His ship would work perfectly.

He turned to his master, incredulous. "I... I don't believe it!" he cried, astonished.

Alagrin nodded. "That is why you fail," he said matter-of-factly.

It took only a few hours for Fox to gather his meek possessions– a few ration packets, what was left of his camping gear, his blaster, clothes, and energy sword. That night, clad in his green pilot's jumpsuit, Fox made his final preparations for takeoff. He had telekinetically cleaned the muck out of the cracks and crevices in the Arwing and had gotten it ready in just a few minutes. But he still stalled, hesitant about leaving.

"Fox, please! You must complete your training!" Alagrin begged, standing close by as Fox made the final preparations.

"Alagrin, you don't understand! Almost every friend I've ever made in this war has died, I can't let that happen to my best friends! They'll die if I don't go!"

"_You don't know that, Fox_," said a different voice, as if it were echoing towards him from far away. "_Even Alagrin can't see_."

Surprised, Fox glanced to the side to see Peppy standing there, shimmering slightly with a faint blue light. Fox's connection with the netherworld had grown considerably stronger over his training, and he was now able to communicate with some he once knew who had died.

"But I can help them, I know it! I feel the power I have!" Fox protested to his old mentor.

"_But you don't know how to control it. Please, Fox. Listen to us. Cain and Emperor Andross are using your friends to lure you into a trap! They want to turn you into a weapon for them_," Peppy warned.

"Yes, yes! You will listen to Peppy! The tree, remember your failure at the tree! You gave in to your anger and struck Cain down! That is what the Emperor wants, a new, more powerful lieutenant!" Alagrin cried.

"_It's your power Emperor Andross wants. That's why he is making your friends suffer_," said Peppy.

"And that's why I have to go," countered Fox, climbing up into the cockpit of his Arwing.

"Only with full training can you hope to defeat the Emperor and Cain! Choose this path and you will become an agent of evil, and your friends will have suffered and died for nothing," Alagrin said.

"No, I just can't do this! I'm sorry, master, I _will_ return and complete my training! But I have to leave. I have to save my friends," Fox said.

Peppy sighed. "_This is your fight then, Fox. If you face Cain, you'll have to go it alone. I won't be able to help you_," he said.

"I understand," Fox said, firing up the thrusters on his Arwing. The ship rumbled to life, and Fox began setting the coordinates for Corneria into the slipspace computer.

"Then I only advise you to remember your training. Mind what you have learned: it will save you. Anger and agression only lead to darkness," Alagrin warned.

"I will. And I'll return and finished what I started, I promise you!" Fox called down as the Arwing began lifting into the sky. Then the cockpit sealed shut, the nose of the fighter angled upwards, and the Arwing shot off through the haze and into the sky.

Alagrin and Peppy were left in darkness, with no sounds present but the chirping of crickets in the polluted forests.

"I told you. He is reckless," sighed Alagrin, looking up at the tiny dot of blue light from the Arwing thrusters as they disappeared into the mist.

The shimmering outline of Peppy grimaced. "That boy was our only hope," he said dejectedly.

Alagrin didn't respond for a long time. "Perhaps," he said finally. "But perhaps there is another."


	11. Setting the Trap

Slippy glumly kicked his heels against the cement floor of his cell in the basement of the _HR & Co. _building, wondering what was going to happen next. His eyes and skin pained him from the torture he had endured from two imperial shock troops. They had pinned his eyes open, making him unable to blink until his eyeballs were red, puckered, and stinging. They had also cruelly burned him with the hot barrels of their blasters, trying to force him to relinquish the location of the rebel fleet. But he had told them nothing– Slippy was stouter and tougher than he looked.

Krystal and Falco had been taken as well. He could hear loud yelps of pain from Falco coming from down the corridor. Krystal remained silent, but Slippy didn't doubt that she was going through just as much pain as Falco. Slippy had been relatively unimportant– he'd been left with two cruel and sadistic guards, not taken to a different room for torture.

Slippy looked up as the cell door slid open and a shock troop staggered in, carrying a metal box full of electronic parts.

"To keep you busy," the troop grunted, dropping the box on the floor and leaving.

Curious, Slippy got up from where he sat on his cot and cautiously made his way over to the box. He blinked and reached inside, pulling out the head of ROB, which seemed to have been blown off his body, along with his other limbs. His outer armor was scorched and blackened by blaster fire, but remained intact. The android had been built to resist battle to a certain extent.

Sighing sadly, Slippy dragged the box over to the cot, sat down, and fished ROB's torso out of the box as well. There were only a few measly wrenches and a screwdriver, but Slippy could fix ROB at least a little bit. He plugged ROB's head into his neck socket and tightened the screws with one of the wrenches. The head was a bit wobbly, but its wires and power couplings were connected properly. Hoping for the best, Slippy put down the wrench and flipped ROB back on.

"Ohnosirthatisnotnecessaryyoucanputyourweaponaway– ugmph..." ROB's high pitched squeals died down into a small croak, and his flashing optical sensors lost their red glow.

"ROB?" Slippy asked. He shook ROB slightly, and his head tilted back into place.

"_NO!_" ROB shrieked loudly. "Shock troops! On Corneria! I have to tell the others– oh no, I have been shot!" the android cried fearfully.

"ROB, calm down! It's Slippy!" Slippy exclaimed, turning ROB's torso around so that he and the android were facing each other.

"Oh... thank the stars for that. Where are Captain Lombardi and Mistress Krystal?" asked ROB.

Slippy frowned. "That Katt girl betrayed us to the empire. We're down in the cellar of that building she's in, Falco and Krystal are being interrogated, and you're... well, you're in pretty bad shape," he said.

"Bad shape?" asked ROB. His head tilted downward to look at his body, and he let out a startled cry. "My legs! My arms! Wait a minute– you put my head on backwards!" he exclaimed.

Slippy noticed that it was true: he had accidentally turned ROB's head to that it was facing his back. Well, it would have to do for now. "Hold still, I'll try to fix you up," the toad said, picking up one of ROB's arms and trying to secure it in his left shoulder socket. He was rewarded for his efforts with a sharp jolt of electricity from ROB's wires. "Oops. Guess I'll have to shut you down if I want to fix you," Slippy said, reaching for the switch on ROB's back, or, in its current position, his front.

"Wait, I don't want to be– oompgh..." ROB's voice died down once again as Slippy shut him down once more. The toad was about to continue his work when the cell door screeched open once more, and both Falco and Krystal were dragged inside, looking exhausted and in pain.

The two shock troops carrying them tossed them roughly to the floor, then left the room, sneering at the two rebels.

Krystal, faring slightly better than Falco, slowly got to her feet and made her way unsteadily to Falco. "Did you tell them anything?" she asked, frowning at the bird.

Falco just shook his head, appearing too weak for words.

Slippy abandoned his work on ROB to help Krystal pull Falco to his feet and drag him over to the cot. They laid him carefully on the rough cloth and Slippy fetched a rag from the metal supply box ROB's limbs were in, giving it to Falco for the bleeding cut on his forehead.

"Some safe haven this turned out to be," Krystal mused grimly, looking around their dark cell.

"Sorry, guys," Falco croaked, pressing the rag to his forehead.

"We don't blame you, Falco. None of us knew this would have happened," said Krystal, patting her friend on the arm reassuringly.

"Uh, hey," Slippy said, trying to be optimistic, "at least we got ROB back. See? I mean, he's a bit worse for the wear, but I think I can fix him up." He pointed at the box of scraps in the box.

Krystal grimaced. "ROB. I'm sorry," she said sadly, looking at the box.

"Hey, he's not dead yet. All I need to do is plug him back in, repair his outer plating, and maybe some of his fried components, and... maybe some more things," Slippy trailed off.

The trio was startled as the cell door opened yet again. Katt and her two bodyguards entered, the feline looking guilty and ill-tempered.

Katt frowned at Falco. "Look," she began unsteadily.

"I don't think we need any more of your help. Just leave us," Krystal snapped, glaring at the cat.

Katt flinched as though she'd been stung by a particularly large Katinan wasp. "Cain has agreed to turn you and Slippy over to me. You'll have to stay on Corneria, but at least you'll be safe," she said to Krystal.

"We don't want any of your hospitality, thanks," scowled Slippy angrily.

"And what about Falco? What happens to him?" asked Krystal vehemently.

"He'll be handed over to Wolf O'Donnell, who'll take him to Emmett Eelardo and his gang on Katina. Eelardo has a price on Falco's head. Don't worry, he'll be safe," Katt said, but almost seemed to be trying to reassure herself.

"No I won't. Cain wants us all dead. He isn't the type of guy that spares your life just for licking his shoes," laughed Falco grimly.

"He doesn't want you at all, he's after some kid. McCloud, or something, I think that was his name. He's using you as bait!" Katt said.

Krystal's eyes widened. "Fox?" she gasped.

"An Arwing just entered the system, the empire thinks it's him," said Katt slowly, looking ashamed of herself for complying with Cain's wishes.

Falco began chuckling. Despite his grogginess, he tossed away the bloodstained rag and got to his feet. "Well, Katt, it looks like you fooled us pretty good," he said, staggering towards her. Then he angrily spat, "My 'friend'!" and lunged for her, his arms outstretched.

Krystal leaped to her feet to intervene, but Katt's guards had pounced on Falco before even Katt knew what was happening.

"Stop it, let him go!" Katt exclaimed to her guards, who had knocked Falco to the floor and were kicking him savagely in the ribs. Krystal knelt down next to Falco, trying to keep him from slipping into unconsciousness.

"I've done everything I could to help you!" Katt said, shaking her head sadly. "I have my own problems with the empire to deal with. I'm sorry I couldn't do more."

Falco choked out a small groan that could have been a grim chortle. "Yeah," he said, wiping blood from his beak. "You're really heroic. Thanks for your help, Katt."

Katt turned on her heel and stalked out of the room, angrily dismissing her guards when they were outside. She found Cain waiting for her.

"Your facilities are crude, but adequate. They should be able to properly freeze Captain Lombardi for his journey to Katina," the dark lord rumbled.

"Facilities?" asked Katt, confused.

"Your carbon-freezing chambers for transporting biodegradable materials across the Lylat System," explained Cain. "It is how our bounty hunter friend Mr. O'Donnell will be taking Lombardi back to Emmett Eelardo."

Katt was horrified. "Lord Cain," she said in a shaky voice, "it's never been tested on a living person before. You put him there and he could die."

"Lombardi is the test subject. He is wanted dead or alive. If he survives, we will use the chamber to capture McCloud," said Cain. He brushed past her and lumbered down the hall, disappearing into an elevator.

Katt gritted her teeth. "This deal keeps getting worse," she muttered to herself.

***

Less than a half-hour later, Falco, Krystal, and Slippy were dragged into a dark, sweltering room filled with pipes, chemical tanks, and steam being released from grates in the floor. A large, circular pit was in the center of the room with a hydraulic platform resting in it and a large crane above it. Orange-red lighting strips running across the ceiling and beneath the floor, illuminated the room with a hellish glow.

"Turn around, please, I cannot see!" blared ROB as three shock troops dragged Slippy, Krystal, and Falco over to Cain, Katt, and Wolf, who were waiting in the room. The android (or at least his torso and head) had been reactivated and slung across Slippy's back in a large knapsack, along with his other limbs. It was only fitting that he, too, could say goodbye to Falco one last time.

Falco, who had been stripped down to a white shirt and brown trousers, glanced at Katt questioningly.

"They're freezing you in carbonite to bring you back to Katina," Katt replied out of the corner of her mouth. "They say you should survive."

Falco scowled, but said nothing.

"I made contact with Eelardo. The rules have changed, Lord Cain: he's wanted as a trophy. He's worth nothing to me dead," whispered Wolf to Cain sourly.

Cain hardly seemed to notice the bounty hunter. "We will pay you for any problems that occur in the freezing process," he said. Then he turned to two of the shock troopers in the room and said, "Put him in."

The troops grabbed Falco roughly by the shoulders and walked him forward, waiting as the hydraulic platform in the center of the pit was raised. Then they turned him around and shoved him forward so that he was standing on the platform, facing Slippy, Krystal, and Katt.

The mouse workers in the room squealed and scrambled about, hurrying to computers, positioning equipment, and locking down steam pipes. Then one of them threw a large switch on the wall.

The hydraulics hissed. The platform began lowering.

"Goodbye, Falco," Krystal said, almost too quietly for him to hear. He just nodded towards her and flashed her the same cocky grin that he'd always shown. He didn't have to say anything. The message was clear: _I'm fine. You're fine. Everything's going to be okay._

"Bye," Slippy choked out. His eyes were beginning to brim with tears.

"Seeya, frog boy," Falco said at his old friend. The platform was so low that only his neck and head were visible now. In seconds, it would all be over. Falco looked at Katt.

She was fighting back tears as she watched her old friend go to what could very well be hid death. And it was her fault, she realized. She'd betrayed him. "I'm sorry, Falco," she managed to say, her voice cracking.

Falco nodded slowly. "It's alright," he said. Then a column of steam shot up from the freezing pit, obscuring Falco from everyone's view.

Cain gazed down at the scene, his helmet visor flashing in the red lighting. The steam swirled and danced through the air, eventually dissipating. Then the large crane hovering over the pit descended, clamped down on the black object, and pulled it out.

It was a large, black block of what looked to Krystal like graphite. She couldn't see every feature of it, but could make out a familiar outline jutting out of the material.

Two mouse workers squeaked in affirmation, strode forward, and tilted the block of carbonite forward.

It crashed to the grated floor with a resonating _bang_, and Krystal could finally see the image frozen into the block of material. Falco, coated in black metal, frozen, a look of complete anguish on his face and his hands raised over his face defensively.

"I can't see, what happened?" cried ROB, thrashing frantically in the knapsack Slippy had slung over his shoulders.

The two mice that had tipped the frozen Falco over clamped a metal frame around the block of carbonite, examined the heart and brain activity readings it read on two digital screens, then nodded at Katt.

"He's all yours. Alive and well," gloated Cain, turning to Wolf.

Wolf grinned. "Much obliged," he said, watching as the two mice loaded Falco onto a hovercart.

Cain turned to Katt. "Ms. Monroe, have Mistress Krystal and the toad taken to my ship immediately. They will be taken to Venom for processing," he said.

"What?" Krystal and Slippy cried, furious.

Katt was outraged as well. "That was never part of our agreement!" she protested.

"Do it, before my own men do. The empire will be setting up a garrison in your building as well. Don't worry, your company is in safe hands," Cain said smoothly.

"You never... you lied to me!" Katt cried.

"Take them away," Cain ordered the shock troops in the room. They nodded and grabbed hold of Krystal and Slippy, dragging them out of the room and into the corridor.

Katt stood glowering at Cain for a moment, then followed the troops. But as she left, she unclipped a small radio from her belt and murmured a few words into it. Then she hooked it back into her belt and headed out the door, hurrying to catch up to the shock troops and the heroes.

"Lord Cain, an Arwing has landed on the building. We believe it to be Commander McCloud," said an officer, approaching Cain.

"Good, good. Direct him to this room, make sure he's kept alive until he reaches here. I'll be waiting for him," Cain said, his voice dripping with anticipation. The dark lord watched as the mice and Wolf carted Falco out the door, following the troops, heroes, and Katt. "So close," he murmured to himself. Then he spun on his heel and began preparations for when Fox would arrive in the chamber.


	12. Battle on Corneria

Fox crept through the empty corridors of the _HR & Co. _building, his blaster drawn and at the ready. He had a strange feeling about all of this. He had encountered no one thus far– no workers, managers, or troops. He had to be very careful. He already knew Cain was luring him into a trap, but that was his advantage. Perhaps he could avoid it.

Fox peered around a corner, glancing down one of the solid white corridors. Nobody. He hesitantly proceeded down the hallway, holding his weapon out in front of him. He had gone halfway down the corridor when something unexpected happened. Two imperial shock troops gripping Slippy and Krystal walked by, followed closely by a dark gray cat, two mice carrying a block of black metal on a hovercart, and a tall, burly wolf with a mechanical left eye. Fox pressed himself to the wall, hoping that they didn't see him. Apparently they didn't.

After waiting a few more moments, Fox stepped away from the wall and hurried after the group, ready to fire at any shock troops on sight. He rounded the corner only to find that the party had stopped, having met a squad of four more shock troops. One of them noticed him.

"Hey!" the troop shouted, reaching for his pistol.

Fox raised his weapon and blasted two soldiers off their feet, but everyone else ducked out of view before he take aim again.

"Fox!" he heard Krystal shout in alarm. "Fox, don't! It's a trap!" The vixen reappeared around the corner, struggling against the troop that was holding her. "Don't follow us, it's a trap!" she cried again before the troop clamped a hand over her mouth and pulled her back around the corner.

Fox hesitantly stepped forward, unsure of whether or not this was all part of Cain's plan. He was jerked back into reality as Wolf appeared around the corner, steadying his own blaster rifle and firing a deadly, searing laser at him. Fox spun out of the way, and the blast exploded against the far wall, scattering white-hot shards of metal across the floor. Fox hunkered down, pressing himself against the wall and trying to make himself as small of a target as he could. He aimed his blaster and fired at Wolf, trying to remain calm as Alagrin had taught him.

But Wolf was more skilled than even the imperial shock troops. Snarling, he ducked and quickly returned fire, more as a distraction than a attempt to kill Fox. Then he turned and hurried back towards the frozen Falco and the others.

Fox slowly got to his feet, then hurried after them, wary of any more surprise attacks. He rounded the corner, raising his blaster and ready to shoot, but nobody was there. Fox was confused. How could they have disappeared so quickly? At the end of the corridor he saw only one metal door, open and waiting. He hesitated, then hurried into the small elevator. But before he could press any buttons on it, the door slammed shut and the lift shot upwards. Just as suddenly as the elevator had began ascending, it came to a sudden, jolting stop. The door slid open to reveal a large, intensely hot room filled with pipes, control boards, and eerie red lighting.

Fox slowly stepped forward, cautious of Wolf popping out and firing at him again. But the bounty hunter didn't reappear. Fox suddenly froze, feeling a cold chill run up his spine. Steam belched from the floor with a low _hiss_. But was that the steam? Or breath rasping through an oxygen mask?

"Lord Cain, I feel your presence," Fox said clearly over the hum of electrical equipment. "Come out and face me," he commanded. There was no answer. "Or do you fear me?" Fox taunted, narrowing his eyes. Feeling something behind him, Fox turned to see a short flight of stairs, with Cain standing in all his dark glory on the catwalk the steps led up to.

Fox holstered his blaster. He would have no more need for it. Then he stepped forward and climbed the stairs, not breaking eye contact with Cain. When he reached the catwalk, he slowly approached the dark lieutenant, unhooking his energy sword from his belt.

"I sense your power, young McCloud," said Cain, glowering down at the young commander. "But you do not yet know how to harness it."

Fox ignited his energy sword in response, angling the beam out towards Cain. The blade shimmered and crackled in the darkness, just inches from Cain's face, but the armored villain made no move of defense.

Fox's intense hatred for Cain compelled him forward. He lunged, swinging the energy blade down where it would come crashing through his enemy's helmet, killing him like Cain had killed Peppy.

But at the last instant, Cain's own energy blade sprang to life from the dark folds of his cloak, arcing through the air and deflecting Fox's strike with ease.

Fox steadied himself, regained his strength, then lunged again. He feigned a slash at Cain's ankles, then swung upwards towards his neck. Cain simply ducked out of the way, then swung his fist out and punched Fox in the gut, sending him tumbling onto his back from the force of the blow.

Fox quickly scrambled to his feet, surprised by Cain's swiftness. He had expected the lieutenant to be as clumsy as a battle android in a duel, but that was not the case. Fox edged forward, his blade extended in front of him. Cain backed up. Smirking, Fox advanced again. Cain retreated again.

Fox leaped at his enemy, his energy blade blurring in a flurry of blows. All of which Cain parried. Small flashes of lightning crackled through the air as their blades struck one another, and the dark room was alight for brief moments as the energy weapons connected.

Fox summoned up all his strength, bringing his blade down one more time in a powerful overhead slash. Cain raised his own sword, holding it high to ward off the attack. They pushed at each other, back and forth, back and forth, locked in a test of strength and endurance, staring at each other through their crossed blades.

***

After Wolf departed to load Falco onto his ship, Katt led the four shock troops, Krystal, and Slippy onward. The elevator had taken them up to the first docking level of the building, and they were en route to Cain's personal shuttle.

But as they approached the door leading to the landing pad where Cain's ship was docked, Krystal and Slippy noticed five building security guards standing at attention, blocking their path.

"Move out of the way," ordered one of the shock troopers angrily.

The guards responded by drawing their blasters and aiming them at each of the bewildered shock troops.

"Hold them in the security tower. And keep this quiet," Katt hissed to the guards, turning and taking the shock troopers' guns from them.

"What are you doing?" asked Krystal, confused.

"We're getting out of here," Katt grunted, handing Krystal and Slippy each a blaster rifle, taking one for herself, and giving the last to one of the guards.

"You think that we're going to trust you after what you did to Falco?" Slippy scowled.

"Please, trust her, trust her! I don't want to be taken by the empire!" ROB cried.

"I had no choice, I'm sorry. If we hurry now, we might be able to get Falco back from the bounty hunter!" Katt cried.

"We don't need your help," scowled Krystal.

"Please, just give me a chance. He's at platform B, just a few corridors down," Katt said.

Krystal and Slippy glared at each other, then relinquished. "Fine, but try anything and I can't promise I won't shoot you," warned Krystal.

"You won't have to. It's this way, follow me!" Katt cried, heading off down one corridor.

They split from the group of guards and followed Katt, ready to blast any unwary shock troops they came across.

"Ah, I knew it all along! This all had to be a mistake!" ROB said happily as he bobbed up and down on Slippy's back.

Just five corridors away, standing out on docking platform B, was Wolf, gloating over his prize.

"Put Captain Lombardi in the cargo hold," he ordered to the two mice guiding the hovercart. They squeaked in compliance and pushed the carbonite block into the small holding chamber underneath the _Wolfen_, then sealed it shut. Wolf nodded at the two workers, then hopped into the cockpit of his ship and fired it up.

Krystal, Katt, and Slippy arrived just seconds too late. They rushed out onto the docking platform to see the _Wolfen _lift off into the sky, its thrusters roaring powerfully.

With cries of alarm, they steadied their blasters and began firing at the ship, but to no avail. The armor and shields easily deflected each shot from their weapons. The _Wolfen _rumbled away into the evening sky, disappearing from view.

"Oh, no! Slippy, behind you!" ROB cried.

Slippy turned to see a squad of shock troops approaching, priming their blasters. He raised his own weapon and began firing, furious at the loss of his friend. Krystal turned and began mimicking him. They both stood stalwart under the hail of blaster fire, but Katt slowly made her way back into the corridor, firing off brief bursts at the troops until she reached an elevator. She opened the reinforced door and ducked inside, barely avoiding having her head blown apart by another laser.

"Krystal, Slippy! Come on!" she shouted to her companions.

But the two rebels stood strong, refusing to move and pouring every ounce of their anger out at the troops through their weapons. They had both lost a dear friend. For Slippy, Falco had always been someone to look up to and admire. For Krystal, he'd been someone she could depend on whenever she needed him– a brave ally and a loyal friend. But finally, when seven more troops appeared at the end of the corridor, they gave up and made a mad dash for the elevator, diving inside and slamming the door behind them. Katt jabbed a button that would take them down to the second docking level of the _HR & Co. _building, where the _Eagle's Eye_ was kept.

"Falco's ship is fixed, my people took care of that," Katt said, flipping open an emergency control box in the elevator and punching a code into the small keypad.

"At least. What are you doing now?" asked Krystal.

"Warning everyone in the building to get out. The empire is taking control of the city," Katt said. A small microphone popped out of the wall, and she leaned forward. "Attention all personnel. The Andross Empire is taking control of the city. I advise everyone to take what belongings you can and leave the city, or the planet, if possible. This is evacuation code 113," she said. Then she closed the control box and turned to the others. "Come on, the _Eagle_ is close," she said.

The elevator doors opened, and the group of heroes rushed out into the hallway, hurrying to escape the clutches of the empire.

***

The catwalk swayed precariously with each parry, stab, and strike that Fox and Cain executed. Fox was shaking now, growing tired, cold sweat drenching his face and neck. But Cain remained strong and steadfast, his harsh breaths still coming in steady rasps through his helmet.

"You have been trained well, I see," acknowledged Cain, nodding at Fox. "I expected much less from you, to be honest."

"You'll find I'm full of surprises," Fox retorted, stabbing at Cain's chest plate.

"And I, too," replied Cain calmly. With two graceful motions, he parried the stab and hooked Fox's energy sword out of his hand, sending it flying across the room. He slashed at Fox's feet savagely, causing the youthful rebel to jump back, accidentally lose his balance, and tumble down the stairs of the catwalk.

Fox looked up, shaking the dizziness away to see Cain leap down at him, descending through the steam like a black angel of death. He quickly rolled out of the way and Cain landed with a loud _clang_ against the metal floor. Fox jumped to his feet, but Cain's energy blade barred off his path towards his weapon.

"You have lost, McCloud. You are meant to join me. Peppy knew the truth the moment he met you," Cain said, pointing the tip of his blade at Fox's throat.

Fox retreated slowly, oblivious to the carbon pit that silently opened up behind him. "I'll die first," he spat furiously.

"That can be arranged," said Cain. He attacked again with such force that Fox was thrown off balance, plummeting down into the yawning hole in the floor with a cry of alarm.

Cain's energy blade shrank away, and he turned around to telekinetically throw the switch that would activate the freezing process. "All too easy," he sighed almost disappointedly. Behind him, a plume of white steam shot up from the carbon pit and the stench of hot carbonite filled the air. "Perhaps you aren't as strong as Emperor Andross thought."

"Time will tell."

Startled by the voice, Cain whirled around to see Fox clinging to the pipes in the ceiling. The young rebel had made an astounding fifteen foot leap out of the carbon freezing pit just seconds before it became flooded with liquid metal.

"Impressive. Very impressive," hissed Cain, reactivating his energy sword. Fox scrambled higher using one of the chemical tubes looping across the ceiling, attempting to escape the white energy beam. Cain slashed at his ankles, but Fox lifted his feet out of the way so that Cain instead sliced through the chemical tubing. Fox swung forward from the loose end of the tube, raising his legs and kicking Cain full in the face.

Cain roared in fury and staggered backwards, off balance for just a moment. Fox landed on the platform next to the carbon pit, extended his hand, and telekinetically summoned his energy sword to him. The stout handgrip whizzed through the air, the white blade springing from one end just before it came into Fox's outstretched hand.

Fox spun around just in time to deflect another blow aimed for his elbow. Sweat poured down his brow, dripping into his eyes. He blinked it away, never breaking eye contact with Cain.

"You've controlled your fear," Cain said. He attacked Fox again, forcing him to retreat. "Now use your anger. Only by releasing your hatred can you hope to defeat me!"

Fox breathed deeply, focusing his mind. He had been foolish, attacking out of a desire for revenge. He had almost abandoned everything he had learned. It could save him. Cain swung at his neck and Fox ducked out of the way, then sprang into the air and somersaulted over Cain's head. Now _he_ was attacking the dark lieutenant, forcing him backwards and towards the edge of the platform. He moved swiftly and precisely, making short, quick strikes instead of wide, powerful ones. Finally he pushed Cain backwards, sending him teetering on the edge of the platform. One more powerful strike and Cain was thrown off into the darkness, his bright energy blade fading away.

Fox's knees buckled from the strain of fighting his enemy. It had taken nearly all of his strength to simply incapacitate Cain, not even defeat him. But he had gone too far to turn back now. He had to finish this.

Fox deactivated his energy sword and slipped down into the darkness after Cain, groping his way to a dimly lit exhaust shaft. It was the only way his enemy could have gone. Fox climbed inside and crawled through the winding pipe, eventually coming out in a cramped maintenance corridor. Computer monitors glowed eerily in the darkness, and Fox imagined that every hiss of air taken in by the carbon monoxide filters was Cain breathing behind his mask.

Fox finally came to the end of the corridor, to a wide window overlooking the city outside. Fox peered out across the night sky, as though Cain could have fazed through the glass window and was fluttering about outside as a giant, black bat.

Fox caught a reflection of something moving in the window and whirled around, snapping his blade to life. Cain was standing behind him calmly, his own weapon activated. But he made no move to attack. Instead he angled his blade towards the floor in a sign of submission.

Fox blinked, confused. He lowered his weapon for a brief moment, but at that instant a supply case came hurtling at him from the corner of the room. Fox raised his sword and slashed it in half, barely avoiding being clobbered in the face. Another case was telekinetically hurled in his direction, but Fox raised his hand and it glanced away from him as though it had hit an invisible bubble.

Cain lunged at Fox while he was distracted, aiming to slash him in half at the waist. Fox barely parried the strike, but a computer monitor was torn free from the wall and sailed forward, slamming into his side while he was distracted.

Fox grunted in pain and staggered backwards, clutching his side. Sparking wires were torn straight from the walls, whipping and snapping at the youth. He was overcome, being bludgeoned and bloodied by repair tools, pieces of tiling from the floor, and sharp bits of glass from broken computer screens. One particularly large ammo crate glanced off the side of Fox's head and smashed through the window, and a howling gale invaded the room.

Fox struggled against the winds furiously, groping for anything to anchor him to the ground. But the winds picked up, hurling boxes of supplies, power tools, and even ripping computer consoles from the walls. And Cain stood in the center of it all, unaffected.

Fox's fingers slipped on the pipe he was holding on to. The world tilted and spun in his line of vision as he was sucked out the window and into the dead of night, flipping head over heels like a rag doll.

_Wham!_

His fall stopped sharply as his shoulder connected with a docking platform below, and Fox felt his breath leave his body in a rush. He stayed lying on the metal platform for a few moments, catching his breath and making sure that he hadn't broken anything. Amazingly, he had been able to keep hold of his energy sword during the tumult, and quickly hooked the deactivated weapon into his belt. Then he staggered to his feet and looked upwards at the window. Cain stood in the broken window frame for a long moment, then turned and disappeared into the darkness.


	13. Revelations

Corneria City was in chaos. Katt's message to the _HR & Co. _personnel had spread throughout the city, and everywhere citizens scrambled to leave. Some flew out in their own ships, while others bought rides or even tried to steal their own shuttles. Imperial forces flooded into the city, doing their best to quell the turmoil, but it was no use. Riots and even small-scale battles had begun to break out between enraged citizens and shock troops, and the city streets were clogged with stalled hovercars, swarming people, and wrecked vehicles.

But Katt, Krystal, and Slippy could take no time to try and help aid the people in battle. They had their own problems to deal with.

"Come on, we're almost there!" shouted Katt, leading Krystal and Slippy down the corridor towards the docking platform where the _Eagle's Eye_ was kept. When they reached the door, Katt flipped open a small control box on the wall and punched in the access code to the dock. But the door wouldn't budge.

"What's the matter?" cried Krystal over the wailing of sirens throughout the building.

"The password's changed, I can't get through!" exclaimed Katt in dismay.

Slippy blinked, struck with an idea. "ROB! Plug yourself into the computer terminal right there, tell the mainframe to unlock the door!" he cried.

"As you wish. Turn around, please," ROB said monotonously. Slippy turned and backed towards the small computer terminal connected to the door, and ROB extended an arm so that he could plug his fingers into the small socket.

Suddenly Slippy gasped and raised his blaster rifle, firing down the corridor as a shock trooper appeared at the other end. Katt and Krystal noticed as well and hunched down, popping off shots at their enemies, guarding ROB while he completed his work.

Slippy suddenly yelped and jerked away from the computer terminal, and ROB let out a strangled groan.

"Oh... that was a power socket, not a computer terminal," the android croaked. "I am sorry if I gave you a shock, Slippy. In fairness, it did hurt me as much as it hurt you..."

"Just open the door!" Slippy snapped, backing against the wall again.

Katt flinched as a laser beam blasted a chunk out of the wall mere feet away from her. "You'd better get that open quick, there's more of these troops coming!" she shouted. She leveled her blaster with another troop and shot him in the stomach, frying his internal organs.

ROB stopped momentarily. "Hmm... Slippy, the computer says something very interesting about the hyperspeed jets on the _Eagle_," he said slowly.

"I don't care right now, get us out of here!" Slippy screeched.

"As you wish," said ROB. The door snapped open suddenly, and the three heroes backed out onto the docking platform, still raining blaster fire down onto their foes.

"Let's go, come on!" Krystal shouted, hurrying towards the extended entry ramp of the freighter. She stalled and covered Slippy as he headed inside to fire up the ship, then dashed up the ramp as well. Katt stayed behind, covering the _Eagle_ as it prepared for takeoff.

Inside, Slippy carelessly tossed ROB and the knapsack to the floor, rushing into the cockpit of Falco's former ship. He jumped into the pilot's seat and began flipping every switch he could find on the control board, powering the freighter up.

"Um, what about me?" asked ROB from where he lay at the entrance of the cockpit.

"Just stay there for a minute, I'll work on you if we get out of here," Slippy said.

"Is she ready?" asked Krystal as she entered the cockpit. The Cerinian vixen peered out the cockpit windscreen to see that the shock troops were slowly but steadily beginning to advance towards the ship. Katt couldn't hold them off for much longer.

"Almost," said Slippy slowly, tapping the control board impatiently as a charging meter began slowly filling. "Wait for it... yes! We're done!" cried Slippy in exhilaration as the charging meter on the control board filled completely.

Krystal rushed back out to the entry ramp and leaned outside. "Katt! Come on!" she shouted.

Katt glanced at Krystal, fired a few more wild shots at the shock troopers, then dashed up the entry ramp. Krystal sealed it shut and both of them hurried into the cockpit of the _Eagle_.

"Go, get us out of here!" shouted Katt to Slippy.

Slippy was none too eager to comply, and immediately lifted the bulky freighter off of the docking platform. The laser blasts of the shock troopers glanced harmlessly off the shields and armor of the ship as it rose into the air and took off, shooting up into the sky. Mere seconds later, three Venomian starfighters lifted off from their own docking platforms and pealed off in pursuit of the _Eagle's Eye_.

***

Fox slowly and cautiously made his way from the docking platform into the corridor leading into the building. The bleached white walls and floors were starkly contrasted against the shadowy, cramped maintenance corridors and steaming carbon freezing chamber where Fox had battled Cain before. The lighter color seemed empowering, filling Fox with a renewed sense of vigor. With light on his side, he could win. He _would _win.

_Click._

The lights shimmered briefly, flickered, and then went out altogether. Fox was once again plunged into thick, suppressing darkness. He shivered. _Control your fear. Fear leads anger, anger leads to hate, hate leads to evil_, he told himself. Alagrin's words. Alagrin's training would save him.

A shadow moved in the gloom. Cain lunged out of a side corridor, slashing at Fox's neck savagely. Fox ducked, barely saving himself. He activated his own sword and raised it in defense, but it was no use. Cain was attacking with a new fury, his blade slamming down on Fox like a scintillating jackhammer. Sparks rained down on both warriors as their energy weapons sliced into the metal walls, sending surges of power through wires running through the corridor. The lights flickered ominously as though they were brief flashes of lightning in a thundering rainstorm. The two warriors backed out of the corridor and onto the docking bay, locked in mortal combat.

Fox and Cain's swords locked together once more, straining to push each other backwards. Then Cain hurled all his weight against Fox, toppling him over as easily as if he were a rag doll.

"You are beaten. It's useless to resist. Don't let yourself die like that fool Peppy," Cain snarled, flicking his sword out in front of Fox's face.

The mention of Peppy's name sent another surge of rage through Fox. He batted Cain's blade out of the way and rolled to his feet, refusing to stop fighting now. Their swords blurred on the docking platform even faster than before and Fox was able to ward off Cain's assault with a new rush of adrenaline, but still he was forced back against the railing.

Fox parried, ducked, feigned a thrust at Cain's chest, then swung his blade with all his might at the dark lord's shoulder. The beam of the sword bit deep, searing through Cain's armor and into flesh. The evil lieutenant roared in pain, staggering backwards. Cornered, Fox vaulted over the railing and edged backwards on a weather vane jutting out from the docking bay. Cain recovered from his wound quickly, slashing at Fox's neck. Fox ducked and the blade shore through half of the tall weather vane. The howling winds surged, catching the piece of metal and carrying it high into the air. Fox glanced at it briefly and Cain saw his opening, slashing downwards and cutting Fox's dueling hand from his wrist.

The stench of his own searing flesh, bone, and hair filled Fox's nostrils and he screamed in agony, squeezing the stump of his wrist under his armpit as though it would stop the pain. Fox slumped against the weather vane, cornered, exhausted, and defeated.

The shrieking winds died down, and Cain deactivated his energy sword and moved to the edge of the railing. There was nowhere else for Fox to go.

"You cannot escape," rumbled Cain, "don't force me to kill you."

Fox gasped in anguish and inched backwards, coming to the extreme edge of the beam supporting the weather vane. Below him, the turmoil in Corneria City had peaked. There was the glow of a bonfire in the streets, fueled by the bodies of dead shock troops and imperial propaganda posters citizens had torn from walls.

"You don't yet realize your importance, Fox. How powerful you really are. I'm giving you this one chance to join me, to complete your training. With our combined power, we can rule this system together!" declared Cain.

"I'll never join you!" Fox shouted feebly.

"You can't begin to imagine the power you can have. I couldn't imagine either," Cain hissed from beneath his helmet. "What has your own path brought you? Nothing but trouble. No answers, no victory, just the pain of losing your friends to battle. Peppy never even told you what really happened to your father."

Fox, his body trembling, got to his feet and edged around the weather vane to put more distance between him and his enemy. "He told me all I needed to know. He told me you killed him," Fox spat.

Cain chuckled softly. "No, Fox," he said. "_I _am James McCloud. _I _am your father."

The shock was so great that Fox almost forgot to hold on to the weather vane. He stared at Cain open-mouthed, refusing to believe it. Cain, his enemy, his tormentor... his father.

"No," Fox said slowly, shaking his head. "You– you're lying. That's not true. That's impossible!"

"It's the truth Fox. You know it, and I know it," replied Cain calmly.

And he did know it. He could feel the truth in his enemy's words. He was the son of Cain, Andross's dark lieutenant. A feeling of utter hopelessness overcame him, shutting out every other emotion. The fear of losing his friends, the pain of his severed hand, and the exhaustion of the battle.

"_No! No, no, no!_" Fox screamed, squeezing his eyes shut and turning away. He didn't want to believe it. He couldn't.

"We can defeat Andross. We can overthrow him, and rule over this system as father and son. Please, Fox. Join me," Cain said almost pleadingly, extending a hand out to Fox as if to help him.

Fox stared at the hand. Take it. All he had to do was take it, and he would live. But Fox didn't know if he even wanted to live. Not after a revelation like this. He looked down at the streets below, his heart fluttering. Then he looked back up at Cain.

"Come with me, son. It's the only way you'll survive," said Cain.

A new emotion washed over Fox. Not fear, not disbelief, but calm. Cool and soothing.

"Never," he said, smiling. Then he stepped off the weather vane and began plummeting to the streets below.

Cain stood at the railing for a few moments, watching Fox fall. The winds picked up once more and carried the wounded rebel through the air, guiding him towards the _HR & Co. _building. Then Fox landed with a dull _thud_ against a slanted outer wall of the building and began sliding downwards, groping for anything to stop his descent. Cain stepped away from the railing and disappeared into the building.

Fox scrabbled wildly at the wall, trying to find anything to slow or stop of slide towards the edge of the building. But the slick windows and polished steel had no handholds for Fox to grip, and he slid right on down the sloping wall. Finally, at the very edge of the building where the steep incline dropped sharply into a vertical wall, Fox's left hand snatched out and caught hold of something. It was nothing more than a gutter to keep rainwater from pouring down to the other docking bays below.

Fox flailed and squirmed wildly, trying his best to climb back up onto the building for leverage. He managed to lift one of his legs up onto the gutter, but a piece of the metal trough cracked and broke away from the building, spiraling towards the streets.

Fox finally gave up, breathing heavily and gripping onto the gutter for dear life. He closed his eyes, despair washing over him yet again. "Peppy," he whispered, "why didn't you tell me?"

His grip began slipping. He couldn't hold on for much longer. He opened his eyes and looked up towards the sky. "Peppy, please," he begged, as though the spirit of Peppy would materialize and save him. But Peppy wouldn't appear. _This is your fight then, Fox. If you face Cain, you'll have to go it alone. I won't be able to help you_, Peppy had said.

His breathing labored, Fox closed his eyes and tried to reach out to Krystal, wherever she was. Even if she couldn't save him, he would be content with speaking to her one more time before he died.

"Krystal," he said aloud. "Krystal, please. Hear me..."

***

The _Eagle's Eye_ swerved as the Venomian starfighters continued their assault, raining blaster fire down upon the freighter furiously. The empire no longer wished to capture them. They just wanted to kill them before they could escape.

Slippy had handed the controls over to Katt so that he could work on ROB. So far he had locked in the android's head, arms, and one of his legs.

"So, as I was saying about the computer mainframe before, the _Eagle_–" began ROB.

"Just be quiet until I fix this, alright?" scowled Slippy.

Krystal sat in silence in the copilot's seat, frowning. She had been thinking of Fox, almost oblivious to the explosions and rocking of the ship about her. Where was he? Had he fallen into Cain's trap?

"_Krystal..._"

The voice echoed into the cockpit as though from far away. Krystal sat rigid in her seat, suddenly sharp and attentive. Nobody else had heard the voice.

"_Please, help me..._"

"Fox," Krystal gasped. And suddenly she saw it, a mental image of Fox McCloud dangling helplessly from the edge of the _HR & Co. _building, flailing in the piercing winds. Krystal turned to Katt quickly. "We have to go back," she said.

Katt and Slippy gaped at her. "What?" the cried in unison.

"I know where Fox is, he's in trouble! Please, we have to turn the ship around!" Krystal begged Katt.

"Are you insane? There's three fighters right behind us!" Katt cried.

"Just do it," scowled Krystal.

Katt gritted her teeth. "Alright, fine," she muttered under her breath. She looped the _Eagle_ around and shot past the pursuing fighters, taking them by surprise.

"Just get closer to the east side of the building," said Krystal, leaning forward in her seat. The freighter slowed considerably, drifting past the sloping wall. "There! There he is!" Krystal said, pointing to the tiny, dangling figure hanging from the gutter.

Katt eased the _Eagle _under him, and not a moment too soon. The gutter finally broke under the strain, and Fox began tumbling through the air, his limbs flailing for anything to grab hold of.

_Thump_.

He landed roughly on the hull of the _Eagle_, and Krystal hurried out of her seat to retrieve him. She rushed into the small recreational room of the _Eagle_ and flipped a switch on the wall, opening up the top hatch of the ship. Krystal stepped on a small lift in the center of the room, letting it carry her up to the hull of the ship. Once outside she leaned over and grabbed hold of Fox's arm, trying to drag him in.

Another laser exploded near the freighter, nearly knocking Fox off the hull. But Krystal held tight to him and dragged the beaten warrior in, helping him down into the recreational room and closing the top hatch behind her.

"I've got him!" Krystal shouted into a small intercom on the wall.

"Good! There's a few medical supplies up in here, bring him to the cockpit!" Katt called back.

"Are you alright, Fox?" Krystal asked, helping her friend limp through the corridors back to the cockpit. He looked terrible, with his clothes torn, his wrist bloody and burned, and his right eye swollen shut from when a wrench had clobbered him in the face.

Fox only managed a weak nod.

Krystal sat him down in one of the passenger seats in the cockpit and retrieved him a bag of healing fluid from one of the storage compartments in the walls.

"Krystal, start putting in the coordinates to your rebel rendezvous point," Katt said. She had banked away from the city and was beginning to fly off into the starry night sky. In less than two minutes, they had broken free of Corneria's atmosphere and were hurtling into space with the Venomian starfighters pursuing them.

Krystal hurried over to the control board. She began checking the hyperspeed coordinates, changing them to guide the ship to the rebel fleet.

Katt banked the _Eagle_ to the right to avoid a full-on blast of energy, but the laser beam was still caught in the invisible deflector shield netting around the freighter. "We won't be able to hold out much longer," she muttered. "All set with those coordinates to the rendezvous point, Krystal?"

"Almost," Krystal said, tapping a few more commands into the computer. Then she shouted, "Yes, hit it!" and quickly sat back in the copilot's seat to avoid being blown into the far wall when they jumped into slipspace.

Katt threw the switch and the _Eagle _rumbled powerfully. Then the rumble cut out abruptly, and nothing more happened. Katt blinked.

"What happened? I thought you said your people fixed it!" Krystal cried.

"They... they did! What happened?" Katt blinked, utterly confused.

"As I was about to tell Slippy before, the computer mainframe told me that the empire deactivated the hyperspeed jets on the ship. We won't be going anywhere until they're re-activated," ROB said from where he sat on the floor.

"Oh, great!" Slippy cried, picking up the wrench he had been using to fix ROB and hurrying to the back of the ship.

"Wait! I think I can help!" ROB cried, awkwardly climbing to his feet and hopping after Slippy on his single leg.

"He won't let us get away," murmured Fox quietly, depressed and in pain. "He won't let me get away."

Outside the cockpit, a Venomian battleship was beginning to approach them, ready to drag them into the hangar in its tractor beam. Fox already knew that Cain was aboard the ship.

"_Fox,_" hissed his voice in Fox's ears. "_It's your fate. Join me._"

Fox shook his head slowly, still holding the open packet of healing fluid against his wrist. "He'll capture us sooner or later," he said. Then he spoke no more.

Katt tried to turn and avoid the giant ship, but every way she went, it moved to cut her off. If they moved forwards, they would be captured. If they turned back, the fighters would destroy them. They had nowhere to go.

In the back of the ship, ROB stood over Slippy as the toad frantically scrabbled through the ends of wires, looking for the one that the empire had disconnected.

"You aren't–"

"Leave me be, ROB!"

"I could–"

"Shut up!"

ROB, exasperated, finally hopped over to a metal panel on the wall. He gripped it and pulled it away, revealing dozens of multicolored wires and a flashing red lightbulb. ROB reached into the wires, pushing past them until he felt a larger, disconnected tube. He picked it up and plugged it back into its proper place, and the flashing red light began blinking green. Then he was hurled off his feet as the _Eagle_ unexpectedly leaped into slipspace.

The stars outside the cockpit streaked together until the _Eagle _seemed to be flying through a pulsating tunnel of greenish-white energy. The freighter shot off spectacularly, abandoning Corneria, the city, and the empire behind.

They had escaped.

Aboard the bridge of the Venomian battleship, a sharp intake of breath hissed through Cain's helmet. The captain flinched, expecting the worst. Then Cain turned on one heel and stalked away, his hands folded behind his back.

***

Vast, bulky, and shimmering in the light from Solar. It wasn't much, but to every member of the Cornerian Rebellion, it brought a sense of relief and safety. The giant Cornerian medical starship dwarfed all others in the rebel fleet, and appeared to be a giant hive with tiny Arwing bees buzzing about it frantically. The _Eagle's Eye _was fixed to the bottom of the ship via a docking tube, with Katt Monroe and Slippy Toad sitting in both the pilot's and copilot's seats, respectively.

"We're ready for takeoff, Fox," Katt said into the radio attached to the control panel.

It crackled with static before Fox answered, "Good luck, Katt."

"What about me?" Slippy scowled indignantly.

Fox laughed. "You too, Slippy. Don't hurt yourselves out there," he said.

"Will do. When we find Emmett Eelardo and that Wolf guy, we'll contact you," said Katt.

Inside a room in the medical starship, Fox nodded and raised a handheld radio to his mouth. "Right. I'll meet you at the rendezvous at Katina," he said.

"Sure thing. Don't worry, hon, we'll find Falco," Katt grinned.

"I'll wait for your signal, Slippy," said Fox.

"Yessir," chuckled Slippy.

Fox grinned. "Take care, guys," he said, then lowered the radio and set it at his beside table. Then he glanced at a medical android standing at his side, putting the finishing touches on Fox's new, mechanical right hand. The work was remarkable. The robot had taken careful measures to replicate Fox's fur color and cover the hand with synthetic hair and flesh to hide the prosthetic appendage, and it felt almost as though it were his own.

The android put the finishing touches on the wires in the wrist, then closed the hand and gently turned it over. Then it lowered one of its metal limbs and gently prodded each of Fox's fingers with a small needle. The robotic nerves implemented in the hand worked astoundingly well, and Fox could genuinely feel the stinging sensation of the needle pressing against his new hand.

The medical android nodded and tottered away, realizing its work was done. Fox clenched his new hand into a fist, then looked over at the other side of his bed, at Krystal at ROB.

Krystal smiled at him. Over the past few days, he had healed greatly in both mind and body, and became filled with a new resolution and calm. Fox seemed reborn.

Fox slipped out of the bed and took Krystal by the hand, walking over to the wide window in the room. A new bond seemed to have formed between them. They seemed to be one and the same, sensing each others feelings as clearly as they could see the stars beyond the window. Krystal was thinking about Falco, worrying about what had happened and what was going to happen. Fox was thinking about his uncertain and newly complicated future. But together, they knew that they could face any obstacle ahead of them.

Fox, Krystal, and ROB watched in silence as the _Eagle's Eye_ detached from the docking tube below the medical starship, made a turn, and soared off into space. There was a flash of light and the _Eagle_ leaped into hyperspeed, joining the winking stars in the endless field of space.

THE END

***

_Author's Note: _Well, I'd just like to thank everyone for reading, and for reviewing, if you did. Your support was and is greatly appreciated. Well, see you next story. I hope.


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